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FSC — Audit Report / Information 2026
May 14, 2026
52157_rns_2026-05-14_8a33ae07-aa63-433c-8f7a-8461c9d0fd9c.pdf
Audit Report / Information
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Stock Code: 2601
(English Translation of Financial Statements Originally Issued in Chinese)
FIRST STEAMSHIP CO., LTD.
Individual Financial Statements With Independent Auditors' Report
For the Years Ended December 31, 2025 and 2024
Address: 14F., No.237, Sec. 2, Fuxing S. Rd., Da'an Dist., Taipei City 106, Taiwan (R.O.C.)
Telephone: (02)2706-9911
The independent auditors' report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors' report and consolidated financial statements, the Chinese version shall prevail.
2
Table of contents
| Item | Page | |
|---|---|---|
| I. | Cover Page | 1 |
| II. | Table of contents | 2 |
| III. | Independent Auditors' Review Report | 3 |
| IV. | Balance sheet | 4 |
| V. | Statements of Comprehensive Income | 5 |
| VI. | Statements of Changes in Equity | 6 |
| VII. | Statement of Cash Flows | 7 |
| VIII. | Notes to the Individual Financial Statements | |
| (1) Company history | 8 | |
| (2) Approval date and procedures of the consolidated financial statements | 8 | |
| (3) The application of new standards, amendments and interpretations adopted | 8~10 | |
| (4) Summary of significant accounting policies | 10~30 | |
| (5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty | 30~31 | |
| (6) Explanation of significant accounts | 31~60 | |
| (7) Related-party transactions | 61~64 | |
| (8) Pledged assets | 64 | |
| (9) Significant commitments and contingencies | 64~65 | |
| (10) Losses due to major disasters | 65 | |
| (11) Significant subsequent events | 65 | |
| (12) Other | 65~66 | |
| (13) Other disclosures | ||
| (a) Information on significant transactions | 66 | |
| (b) Information on investees | 66 | |
| (c) Information on investment in mainland China | 66 | |
| (14) Segment information | 66 | |
| IX. | Tables | 67~74 |
| X. | Detailed List of Significant Accounts | 75~78 |
Independent Auditors' Review Report
To the Board of Directors First Steamship Company Ltd.:
Audit opinion
The balance sheets of First Steamship Co., Ltd. as of December 31, 2025 and 2024, and the consolidated statements of comprehensive income, changes in equity, and cash flows for the period from January 1 to December 31, 2025 and 2024, as well as the notes to the individual financial statements, including a summary of significant accounting policies, have been audited by us.
In our opinion, based on our audits and the audit reports of other auditors (please refer to the Other Matter paragraph), the aforementioned individual financial statements are prepared, in all material respects, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and present fairly the financial position of First Steamship Co., Ltd. as of December 31, 2025 and 2024, and its financial performance and cash flows for the period from January 1 to December 31, 2025 and 2024.
Basis for Audit Opinion
The audit was conducted in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants and auditing standards. The responsibilities of the Certified Public Accountant under these standards are further explained in the section on the Responsibilities of the Accountant for Auditing Individual Financial Statements. The personnel of the accounting firm to which we belong have complied with the ethical requirements of independence applicable to the profession of accountants and have remained independent of First Steamship Co., Ltd. and fulfilled Other responsibilities in accordance with these requirements. Based on our audit results and the audit reports of other auditors, we believe that we have obtained sufficient and appropriate audit evidence to provide a basis for our audit opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in the audit of the individual financial statements of First Steamship Co., Ltd. for the year 2025. These matters were addressed in the context of the audit of the individual financial statements as a whole and in forming the audit opinion, and we do not provide a separate opinion on these matters. The key audit matters that we believe should be communicated in audit reports are as follows:
3-1
- Evaluation of investments accounted for using the equity method.
For accounting policies related to the evaluation of investments accounted for using the equity method, please refer to Notes to the Individual Financial Statements Note 4(h) and (i); for explanations on the evaluation of investments accounted for using the equity method, please refer to Notes to the Individual Financial Statements Note 6(c) Investments accounted for using equity method.
Explanation of key audit matters:
The amount of investments accounted for using the equity method held by First Steamship Co., Ltd. accounts for 84% of the total assets and is considered significant. Therefore, the assessment of investments accounted for using the equity method is identified by us as the most important matter in this year's audit.
The audit procedures in response:
The primary audit procedures performed by us in assessing the investments accounted for using the equity method include: calculating the investment gains and losses recognized by the company based on its percentage of ownership in the investee company; discussing with management and understanding their assessment of significant matters related to subsidiaries, to understand the reasonableness of the revenue recognition of these subsidiaries and the impairment assessment of goodwill and trademarks; and evaluating whether the information disclosed in the notes to the financial report by management is appropriate.
Other Matter
Included in the investments accounted for using the equity method by First Steamship Co., Ltd., the financial statements of some direct and indirect investees were not audited by us, but were audited by other accountants. Those statements were audited by another auditor, whose report has been furnished to us, and our opinion, insofar as it relates to the amounts included for the financial statements of the aforementioned direct and indirect investees, is based solely on the report of other auditor. The investment amounts accounted for using the equity method for the aforementioned direct and indirect investments accounted for 9% and 5% of total assets as of December 31, 2025 and 2024, respectively, and the balance of investments accounted for using the equity method accounted for 9% and 10% of total liabilities as of the same dates. The shares of subsidiary and other related party profit (loss) accounted for using the equity method for the aforementioned direct and indirect investments were (4)% and 19% of the loss before income tax from January 1 to December 31, 2025 and 2024, respectively.
3-2
Responsibilities of Management and Governance Units for the Individual Financial Statements
Management is responsible for the preparation and fair presentation of the individual financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for maintaining necessary internal controls relevant to the preparation of individual financial statements to ensure that such financial statements are free from material misstatement, whether due to fraud or error.
When preparing the individual financial report, management's responsibilities also include assessing First Steamship Co., Ltd.'s ability to continue as a going concern, disclosing relevant matters, and adopting the going concern basis of accounting, unless management intends to liquidate First Steamship Co., Ltd. or cease operations, or has no realistic alternative but to liquidate or cease operations.
The governance unit of First Steamship Co., Ltd. (including the Audit Committee) is responsible for overseeing the financial reporting process.
Responsibilities of the Accountant for Auditing Individual Financial Statements
The purpose of our audit of the individual financial statements is to obtain reasonable assurance about whether the individual financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an audit report. Reasonable assurance is a high level of assurance, but an audit conducted in accordance with auditing standards does not guarantee that a material misstatement in the individual financial statements will always be detected. Misstatements may arise from fraud or error. If individual amounts or aggregates of misstatements could reasonably be expected to influence the economic decisions of users of the individual financial statements, they are considered material.
In conducting the audit in accordance with auditing standards, we exercised professional judgment and maintained professional skepticism.
The auditor also performed the following tasks:
- Identify and assess the risks of material misstatement of the individual financial statements, whether due to fraud or error; design and implement appropriate responses to the assessed risks; and obtain sufficient and appropriate audit evidence to provide a basis for our audit opinion. Since fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control, the risk of not detecting a material misstatement resulting from fraud is higher than that resulting from error.
- To obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of First Steamship Co., Ltd.'s internal control.
- Evaluating the appropriateness of the accounting policies adopted by management and the reasonableness of the accounting estimates and related disclosures made by them.
3-4
-
Based on the audit evidence obtained, conclude on the appropriateness of management's use of the going concern basis of accounting and whether there is a material uncertainty about events or conditions that may cast significant doubt on First Steamship Co., Ltd.'s ability to continue as a going concern. If the accountant believes that a material uncertainty exists related to these events or conditions, they are required to draw attention in the audit report to the relevant disclosures in the individual financial statements, or if such disclosures are inadequate, to modify the audit opinion. Our conclusion is based on the audit evidence obtained up to the date of the audit report. However, future events or conditions may cause First Steamship Co., Ltd. to no longer be able to continue as a going concern.
-
Evaluate the overall presentation, structure, and content of the individual financial statements (including related notes) and whether the individual financial statements appropriately present the related transactions and events.
-
Obtain sufficient and appropriate audit evidence regarding the financial information of investee companies accounted for using the equity method to express an opinion on the individual financial statements. The accountant is responsible for guiding, supervising, and executing the audit engagement and for forming the audit opinion of First Steamship Co., Ltd.
The matters communicated by the auditor to the governing body include the planned scope and timing of the audit, as well as significant audit findings, including any significant deficiencies in internal control identified during the audit process.
We also provided the governing body with a statement that the personnel of the firm to which the auditor belongs have complied with the independence requirements set out in the Code of Ethics for Professional Accountants, and communicated all relationships and other matters that might be thought to bear on the auditor's independence, including relevant safeguards.
From the matters communicated with the governance unit, we determined the key audit matters for the audit of the individual financial statements of First Steamship Co., Ltd. for the year 2025. The auditor shall describe these matters in the audit report unless law or regulation precludes public disclosure of a specific matter or, in extremely rare circumstances, the auditor decides not to communicate a specific matter in the audit report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partners on the reviews resulting in this independent auditors' review report are Shu-Ying Chang and Chun-Ming Pan
KPMG
Taipei, Taiwan (Republic of China)
March 30, 2026
4
(English Translation of Financial Statements Originally Issued in Chinese)
FIRST STEAMSHIP CO., LTD.
Parent Company Only Balance sheet
December 31, 2025 and 2024
Expressed in Thousands of New Taiwan Dollars
| Assets | 2025.12.31 | 2024.12.31 | |||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| Current assets: | |||||
| 1100 | Cash and cash equivalents (Note 6(a)) | $ 71,600 | 1 | 48,380 | - |
| 1110 | Current financial assets at fair value through profit or loss (Notes 6(n), 7, and 13) | 96,669 | 1 | 112,121 | 1 |
| 1320 | Inventories (for construction business), net (Notes 6(b), 8 and 9) | 520,948 | 5 | 519,760 | 4 |
| 1206 | Other receivables - others | - | - | 160 | - |
| 1212 | Other receivables - related parties - others (Note 7) | 644,640 | 6 | 696,295 | 6 |
| 1220 | Current tax assets | 8,287 | - | 5,720 | - |
| 1476 | Other current financial assets (Note 8) | 9,484 | - | - | - |
| 1479 | Other current assets | 2,986 | - | 8,393 | - |
| 1480 | Additional costs of obtaining a contract - current | 5,108 | - | - | - |
| Total current assets | 1,359,722 | 13 | 1,390,829 | 11 | |
| Non-current assets: | |||||
| 1551 | Investments accounted for using equity method (Note 6(c), 7, and 8) | 8,850,221 | 84 | 10,256,577 | 87 |
| 1600 | Property, plant and equipment (Notes 6(d) and 8) | 157,596 | 2 | 161,361 | 1 |
| 1760 | Investment property, net (Notes 6(e) and 8) | 138,170 | 1 | 139,143 | 1 |
| 1755 | Right-of-use assets | 1,996 | - | 11,426 | - |
| 1840 | Deferred tax assets (Note 6(h)) | 19,294 | - | 19,294 | - |
| 1975 | Net defined benefit asset, non-current | 5,647 | - | 4,478 | - |
| 1980 | Other financial assets - non-current | 1,675 | - | 4,175 | - |
| 1990 | Other non-current assets | 316 | - | 2,928 | - |
| 9,174,915 | 87 | 10,599,382 | 89 | ||
| Total assets | 10,534,637 | 100 | 11,990,211 | 100 |
4-1
(English Translation of Financial Statements Originally Issued in Chinese)
FIRST STEAMSHIP CO., LTD.
Parent Company Only Balance sheet (continued)
December 31, 2025 and 2024
Expressed in Thousands of New Taiwan Dollars
| Liabilities and Equity | 2025.12.31 | 2024.12.31 | |||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| Current liabilities: | |||||
| 2100 | Short-term borrowings (Note 6(f)) | $ 711,700 | 7 | 774,200 | 6 |
| 2110 | Short-term notes and bills payable | 69,877 | 1 | 99,840 | 1 |
| 2209 | Other payables | 13,143 | - | 23,450 | - |
| 2220 | Other payables - related parties (Note 7) | 969,288 | 9 | 276,214 | 2 |
| 2280 | Current lease liabilities | 1,540 | - | 3,813 | - |
| 2322 | Current portion of long-term borrowings (Note 6(g)) | 1,064,500 | 10 | 1,387,220 | 12 |
| 2399 | Other current liabilities | 1,639 | - | 1,709 | - |
| Total current liabilities | 2,831,687 | 27 | 2,566,446 | 21 | |
| Non-current liabilities: | |||||
| 2540 | Long-term borrowings (Note 6(g)) | 44,000 | - | 100,000 | 1 |
| 2570 | Deferred tax liabilities (Note 6(h)) | 8,883 | - | 8,883 | - |
| 2580 | Non-current lease liabilities | 519 | - | 7,835 | - |
| 2645 | Guarantee deposits (Note 7) | 1,580 | - | 1,491 | - |
| 2650 | Investment accounted for using the equity method - credit balance (Note 6(c)) | 283,493 | 3 | 285,215 | 2 |
| Total non-current liabilities | 338,475 | 3 | 403,424 | 3 | |
| Total liabilities | 3,170,162 | 30 | 2,969,870 | 24 | |
| Shareholders' equity (Note 6(c) and (i)): | |||||
| 3100 | Capital stock | 8,247,761 | 78 | 8,247,761 | 69 |
| 3200 | Capital surplus | 355,902 | 4 | 836,382 | 7 |
| 3300 | Retained earnings | ( 1,699,874 ) | ( 16 ) | ( 288,220 ) | ( 2 ) |
| 3400 | Other equity interest | 460,686 | 4 | 224,418 | 2 |
| Total equity | 7,364,475 | 70 | 9,020,341 | 76 | |
| Total liabilities and equity | $ 10,534,637 | 100 | 11,990,211 | 100 |
(Please refer to the Notes to the Individual Financial Statements.)
5
(English Translation of Financial Statements Originally Issued in Chinese) FIRST STEAMSHIP CO., LTD.
Parent Company Only Statements Of Comprehensive Income
For the year ended December 31, 2025 and 2024
Expressed in Thousands of New Taiwan Dollars
For the years ended December 31
| For the years ended December 31 | |||||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Amount | % | Amount | % | ||
| 4000 | Operating revenues (Notes 6(k) and 7) | $ 9,028 | 100 | 8,586 | 100 |
| 5000 | Operating costs | 973 | 11 | 973 | 11 |
| Gross profit from operations | 8,055 | 89 | 7,613 | 89 | |
| 6000 | Operating expenses (Note 7) | 111,329 | 1,232 | 116,797 | 1,360 |
| Net operating loss | ( 103,274 ) | ( 1,143 ) | ( 109,184 ) | ( 1,271 ) | |
| Non-operating income and expenses (Notes 6(c), (m), (n), 7 and 13): | |||||
| 7100 | Interest income | 30,683 | 340 | 22,290 | 260 |
| 7020 | Other gains and losses | ( 136,911 ) | ( 1,517 ) | 16,435 | 191 |
| 7070 | Share of loss of subsidiaries and other related parties accounted for using equity method | ( 1,065,623 ) | ( 11,804 ) | ( 145,433 ) | ( 1,694 ) |
| 7050 | Finance costs | ( 68,785 ) | ( 762 ) | ( 72,882 ) | ( 849 ) |
| ( 1,240,636 ) | ( 13,743 ) | ( 179,590 ) | ( 2,092 ) | ||
| Loss before income tax | ( 1,343,910 ) | ( 14,886 ) | ( 288,774 ) | ( 3,363 ) | |
| 7950 | Less: Income tax expenses (Note 6(h)) | - | - | - | - |
| Net income (loss) | ( 1,343,910 ) | ( 14,886 ) | ( 288,774 ) | ( 3,363 ) | |
| 8300 | Other comprehensive income: | ||||
| 8310 | Items not reclassified to profit or loss | ||||
| 8311 | Remeasurements of defined benefit plans | 1,151 | 13 | 1,518 | 18 |
| 8349 | Less: Income tax related to items not reclassified to profit or loss | - | - | - | - |
| Total of items not reclassified to profit or loss | 1,151 | 13 | 1,518 | 18 | |
| 8360 | Items that may be reclassified subsequently to profit or loss: (Note 9) | ||||
| 8380 | Share of other comprehensive income of subsidiaries and other related parties accounted for using equity method - components that may be reclassified to profit or loss. | 236,268 | 2,617 | 578,442 | 6,737 |
| 8399 | Less: Income tax related to components of other comprehensive income that will be reclassified to profit or loss | - | - | - | - |
| Components of other comprehensive income that will be reclassified to profit or loss | 236,268 | 2,617 | 578,442 | 6,737 | |
| 8300 | Other comprehensive income | 237,419 | 2,630 | 579,960 | 6,755 |
| Comprehensive income (loss) | ( $ 1,106,491 ) | ( 12,256 ) | 291,186 | 3,392 | |
| Earnings per share (Note 6(j)): | |||||
| 9750 | Basic (loss) earnings per share (NT dollars) | ( $ | 1.63 ) | ( | 0.35 ) |
| 9850 | Earnings (loss) per share (NT dollars) | ( $ | 1.63 ) | ( | 0.35 ) |
(Please refer to the Notes to the Individual Financial Statements.)
6
(English Translation of Financial Statements Originally Issued in Chinese)
FIRST STEAMSHIP CO., LTD.
Parent Company Only Statements of Changes in Equity
For the year ended December 31, 2025 and 2024
Expressed in Thousands of New Taiwan Dollars
| Capital stock - Ordinary shares - Capital stock | Capital surplus | Retained earnings | Total other equity interest Exchange differences on translation of foreign financial statements | Total equity | ||||
|---|---|---|---|---|---|---|---|---|
| Legal reserve | Special reserve | Unappropriated retained earnings | Total | |||||
| Balance at January 1, 2024 | $ 8,247,761 | 1,932,221 | 8,289 | 303,885 | ( 1,408,013 ) | ( 1,095,839 ) | ( 354,024 ) | 8,730,119 |
| Net loss | - | - | - | - | ( 288,774 ) | ( 288,774 ) | - | ( 288,774 ) |
| Other comprehensive income (loss) after tax | - | - | - | - | 1,518 | 1,518 | 578,442 | 579,960 |
| Total comprehensive income | - | - | - | - | ( 287,256 ) | ( 287,256 ) | 578,442 | 291,186 |
| Appropriation and distribution of retained earnings: | ||||||||
| Statutory Surplus Reserve to Cover Losses | - | - | ( 8,289 ) | - | 8,289 | - | - | - |
| Special Surplus Reserve to Offset Losses | - | - | - | ( 303,885 ) | 303,885 | - | - | - |
| Changes in Other Capital Reserves: | ||||||||
| Capital surplus to cover losses | - | ( 1,095,839 ) | - | - | 1,095,839 | 1,095,839 | - | - |
| Changes in equity of associates and joint ventures accounted for using equity method | - | - | - | - | ( 964 ) | ( 964 ) | - | ( 964 ) |
| Balance at December 31, 2024 | 8,247,761 | 836,382 | - | - | ( 288,220 ) | ( 288,220 ) | 224,418 | 9,020,341 |
| Net loss | - | - | - | - | ( 1,343,910 ) | ( 1,343,910 ) | - | ( 1,343,910 ) |
| Other comprehensive income (loss) after tax | - | - | - | - | 1,151 | 1,151 | 236,268 | 237,419 |
| Total comprehensive income | - | - | - | - | ( 1,342,759 ) | ( 1,342,759 ) | 236,268 | ( 1,106,491 ) |
| Changes in Other Capital Reserves: | ||||||||
| Changes in equity of associates and joint ventures accounted for using equity method | - | - | - | - | ( 742 ) | ( 742 ) | - | ( 742 ) |
| Changes in a parent's ownership interest in a subsidiary | - | ( 480,480 ) | - | - | ( 68,153 ) | ( 68,153 ) | - | ( 548,633 ) |
| Balance at December 31, 2025 | $ 8,247,761 | 355,902 | - | - | ( 1,699,874 ) | ( 1,699,874 ) | 460,686 | 7,364,475 |
(Please refer to the Notes to the Individual Financial Statements.)
7
(English Translation of Financial Statements Originally Issued in Chinese) FIRST STEAMSHIP CO., LTD.
Parent Company Only Statements of Cash Flows
For the year ended December 31, 2025 and 2024
Expressed in Thousands of New Taiwan Dollars
| For the years ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Cash flows from (used in) operating activities: | ||
| Loss before tax | ($ 1,343,910) | ( 288,774 ) |
| Adjustments: | ||
| Adjustments to reconcile profit (loss): | ||
| Depreciation expense | 8,170 | 8,988 |
| Amortization expense | 595 | 778 |
| Net loss (gain) on financial assets at fair value through profit or loss | 982 | ( 7,089 ) |
| Interest expense | 68,785 | 72,882 |
| Interest income | ( 30,683 ) | ( 22,290 ) |
| Share of loss of subsidiaries and other related parties accounted for using equity method | 1,065,623 | 145,433 |
| Loss from disposal of investments | 124,285 | - |
| Gain on lease modification | ( 165 ) | - |
| Total adjustments to reconcile profit | 1,237,592 | 198,702 |
| Changes in operating assets and liabilities: | ||
| Changes in operating assets: | ||
| Financial assets and liabilities at fair value through profit or loss | 14,470 | ( 9,712 ) |
| Other receivables | 1,450 | ( 2,748 ) |
| Inventories | ( 1,188 ) | ( 750 ) |
| Other current assets | 5,407 | ( 4,031 ) |
| Net defined benefit assets | ( 18 ) | 15 |
| Changes in operating liabilities: | ||
| Other payables | ( 9,799 ) | ( 1,475 ) |
| Other current liabilities | ( 70 ) | ( 60 ) |
| Total adjustments | 1,247,844 | 179,941 |
| Cash outflow generated from operations | ( 96,066 ) | ( 108,833 ) |
| Interest received | 23,048 | 23,110 |
| Dividends received | 10,892 | - |
| Interest paid | ( 69,293 ) | ( 72,640 ) |
| Income taxes paid | ( 2,567 ) | ( 2,227 ) |
| Net cash flows (used in) operating activities | ( 133,986 ) | ( 160,590 ) |
7-1
(English Translation of Financial Statements Originally Issued in Chinese) FIRST STEAMSHIP CO., LTD.
Parent Company Only Statements of Cash Flows (continued)
For the year ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| For the years ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Cash flows from (used in) investing activities: | ||
| Acquisition of investments accounted for using equity method | ( 157,127 ) | ( 202,329 ) |
| Disposal of a subsidiary | 47,854 | - |
| Return of capital from investments accounted for using equity method due to capital reduction | - | 212,066 |
| Acquisition of property, plant and equipment | - | ( 1,518 ) |
| Decrease (Increase) in other receivables | 58,000 | ( 109,316 ) |
| (Increase) decrease in other financial assets | ( 6,984 ) | - |
| Decrease in other non-current assets | 2,017 | 1,722 |
| Net cash flows (used in) investing activities | ( 56,240 ) | ( 99,375 ) |
| Cash flows from (used in) financing activities: | ||
| Increase (Decrease) in short-term borrowings | ( 62,500 ) | 3,000 |
| (Decrease) increase in short-term notes and bills payable | ( 29,963 ) | 99,840 |
| Proceeds from long-term loans | 100,000 | 49,817 |
| Repayments of long-term loans | ( 478,720 ) | ( 275,000 ) |
| Increase in other payables - related parties | 687,966 | 276,214 |
| Repayments of lease liabilities | ( 3,426 ) | ( 3,735 ) |
| Increase (Decrease) in guarantee deposits received | 89 | ( 751 ) |
| Net cash flows (used in) from financing activities | 213,446 | 149,385 |
| Net increase (decrease) in cash and cash equivalents | 23,220 | ( 110,580 ) |
| Cash and cash equivalents at beginning of period | 48,380 | 158,960 |
| Cash and cash equivalents at end of period | $ 71,600 | 48,380 |
(Please refer to the Notes to the Individual Financial Statements.)
8
(English Translation of Financial Statements Originally Issued in Chinese)
FIRST STEAMSHIP CO., LTD.
Notes to the Individual Financial Statements
In the year 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(1) Company history
First Steamship Company Ltd. (the "Company") was incorporated in October 1963 in accordance with the Company Act of the Republic of China. The Company's registered office is at 14F, No. 237, Sec. 2, Fuxing S. Rd., Taipei City, R.O.C. The principal business activities of the Company are business management consultancy, domestic and international investments, as well as development, rental and sale of residential and commercial buildings.
(2) Approval date and procedures of the consolidated financial statements
The individual financial statements were authorized for issuance by the Board of Directors on March 30, 2026.
(3) The application of new standards, amendments and interpretations adopted
(a) The impact of the International Financial Reporting Standards ("IFRSs") endorsed by the Financial Supervisory Commission, R.O.C. ("FSC").
The Company has been subject to the following newly revised IFRS accounting standards since January 1, 2025, and has not had a significant impact on the entity's financial report.
- Amendments to IAS21 "Lack of Exchangeability"
(b) The impact of IFRS issued by the FSC but not yet effective
The Company assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2026, would not have a significant impact on its individual financial statements.
- IFRS 17 "Insurance Contracts" and amendments to IFRS 17 "Insurance Contracts"
- Amendments to IFRS 9 and IFRS 7 "Revision of Classification and Measurement of Financial Instruments"
- Annual Improvements to IFRS Accounting Standards
- Amendments to IFRS 9 and IFRS 7 "Contracts Involving Reliance on Natural Power"
9
(English Translation of Financial Statements Originally Issued in Chinese) First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(c) The impact of IFRS issued by IASB but not yet endorsed by the FSC
The standards and interpretations that have been issued and revised by the IASB but have not yet been approved by the FSC may be relevant to the Group as follows:
| Newly issued or revised standards | Content of major amend | effective date released by the Board |
|---|---|---|
| IFRS 18 "Presentation and Disclosure of Financial Statements" | The new standard introduces three categories of income and expense, two income statement subtotals and one single note on management performance measures. The three amendments, combined with enhanced guidance on how to disaggregate information, set the stage for better and more consistent information for users, and will affect all the entities. |
• A more structured income statements: Under current standards, companies use different formats to present their operating results, making it difficult for investors to compare financial performance across companies. The new standard promotes a more structured income statement, introducing a newly defined ‘operating profit’ subtotal and a requirement for all income and expenses to be allocated between three new distinct categories based on a company's main business activities.
• Management performance measures (MPM): the new standard introduces a definition for management performance measures, and requires companies to explain in a single note to the financial statements why the measure provides useful information, how it is calculated and reconcile it to an amount determined under IFRS Accounting Standards.
• Greater disaggregation of information: the new standard includes enhanced guidance on how companies group information in the financial statements. This includes guidance on whether information is included in the primary financial statements or is further disaggregated in the notes. | January 1,2027
Note: On September 25, 2025, the FSC announced in a press release that our country will adopt IFRS 18 "Presentation and Disclosure of Financial Statements" in the 2028 fiscal year. |
10
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
The Group is evaluating the impact on its consolidated financial position and consolidated financial performance upon the initial adoption of the abovementioned standards or interpretations. The results thereof will be disclosed when the Group completes its evaluation.
The Company does not expect the following other new and amended standards, which have yet to be endorsed, to have a significant impact on its individual financial statements.
- Amendments to IFRS 10 and IAS 28 "Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture"
- IFRS 19 "Subsidiaries without Public Accountability: Disclosures issued" and the amendments to IFRS 19
- Amendments to IAS 21 "Translation of Foreign Currency Under Hyperinflationary Conditions"
(4) Summary of significant accounting policies
The summary of significant accounting policies adopted in these individual financial statements is as follows. Except as otherwise stated, the following accounting policies have been consistently applied to all periods presented in these individual financial statements.
(a) Statement of compliance
The individual financial statements have been prepared in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers."
(b) Basis of preparation
- Measurement basis
Except for the significant items in the Balance sheet mentioned below, these individual financial statements have been prepared on the basis of historical cost:
(1) Financial assets at fair value through profit or loss measured at fair value (including derivative financial instruments);
(2) Net defined benefit liability (or asset) is measured by deducting the present value of defined benefit obligations from the fair value of plan assets.
- Functional currency and presentation currency
The Company uses the currency of the primary economic environment in which it operates as its functional currency. These individual financial statements are presented in the Company's functional currency, NTD. All financial information expressed in
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NTD is presented in thousands of New Taiwan dollars.
(c) Currency
- Currency transactions
Currency transactions are translated into the functional currency at the exchange rate on the transaction date. At the end of each subsequent reporting period (hereinafter referred to as the reporting date), foreign currency monetary items are converted into functional currency using the exchange rate on that date. Non-monetary items measured at fair value in foreign currency are translated into the functional currency at the exchange rate on the date of fair value measurement, while non-monetary items measured at historical cost in foreign currency are translated at the exchange rate on the transaction date.
Foreign exchange differences arising from translation are usually recognized in profit or loss, except in the following cases where they are recognized in other comprehensive income:
(1) Designated as equity instruments measured at fair value through other comprehensive income;
(2) Financial liabilities designated as hedges of net investments in foreign operations within the effective range of hedges; or
(3) the effective portion of qualifying cash flow hedges.
- Foreign operations
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising from acquisition, are translated into NTD at the exchange rate on the reporting date; income and expense items are translated into NTD at the average exchange rate for the period, with the resulting exchange differences recognized in other comprehensive income.
When a foreign operation is disposed of, resulting in the loss of control, joint control, or significant influence, the cumulative exchange differences related to that foreign operation are reclassified in full to profit or loss. When a subsidiary containing foreign operations is partially disposed of, the related cumulative exchange differences are reallocated proportionally to the non-controlling interests. When an investment in an associate or joint venture containing foreign operations is partially disposed of, the
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
related cumulative exchange differences are reclassified proportionately to profit or loss.
For monetary items receivable from or payable to a foreign operation where settlement is neither planned nor likely to occur in the foreseeable future, the foreign currency exchange gains and losses arising from such items are considered to form part of the net investment in that foreign operation and are recognized in other comprehensive income.
(d) The classification standards for distinguishing current and non-current assets and liabilities.
Assets of the company that meet one of the following criteria are classified as current assets, while all other assets that do not qualify as current assets are classified as non-current assets:
- Expected to be realized in the normal operating cycle, or intended to be sold or consumed;
- Held primarily for the purpose of trading the assets;
- Realize the asset within twelve months after the reporting period; or
- The asset is cash or cash equivalents (as defined in IAS 7), unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.
Liabilities of the company that meet one of the following criteria are classified as current liabilities, while all other liabilities that do not qualify as current liabilities are classified as non-current liabilities:
- Expected to settle the liability in its normal operating cycle;
- Held primarily for the purpose of trading the liabilities;
- The liability is due to be settled within twelve months after the reporting period; or
- Does not have the right to defer settlement of the liability beyond twelve months after the reporting period at the end of the reporting period.
(e) Cash and cash equivalents
Cash includes on-hand cash and demand deposits. Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and subject to an insignificant risk of changes in value. Time deposits that meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment
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or other purposes are classified as cash equivalents.
(f) Financial instruments
Accounts receivable and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are recognized initially when the company becomes a party to the contractual provisions of the financial instruments. Financial assets not measured at fair value through profit or loss (excluding accounts receivable that do not contain a significant financial component) or financial liabilities are initially measured at fair value plus transaction costs directly attributable to the acquisition or issuance. Accounts receivable that do not contain a significant financial component are initially measured at transaction prices.
- Financial assets
For purchases or sales of financial assets that qualify as regular way trades, the company consistently applies either trade date or settlement date accounting to all purchases and sales of financial assets classified in the same way.
At initial recognition, financial assets are classified as: financial assets measured at amortized cost and financial assets at fair value through profit or loss. The company only reclassifies all affected financial assets at the beginning of the next reporting period when there is a change in the business model for managing financial assets.
(1) Financial assets measured at amortized cost.
Financial assets are measured at amortized cost when they meet the following conditions and are not designated as financial assets measured at fair value through profit or loss:
- The financial assets are held within a business model whose objective is to collect contractual cash flows.
- The contractual terms of the financial assets generate cash flows on specific dates that are solely payments of principal and interest on the outstanding principal amount.
Subsequently, these assets are measured at amortized cost using the effective interest method, which involves adjusting the cumulative amortization from the original recognition amount, and any adjustments for loss allowance. Interest income, foreign exchange gain or loss, and impairment losses are recognized in profit or loss. On derecognition, the gains or losses are booked in profit or loss.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(2) Financial assets at fair value through profit or loss
Financial assets that do not fall under the category of financial assets measured at amortized cost or financial assets at fair value through other comprehensive income (e.g., those held for trading and managed on a fair value basis for performance evaluation) are measured at fair value through profit or loss. At initial recognition, the company may irrevocably designate financial assets that meet the conditions for measurement at amortized cost or at fair value through other comprehensive income as financial assets at fair value through profit or loss to eliminate or significantly reduce accounting mismatches.
These assets are subsequently measured at fair value, and their net gain or loss (including any dividends and interest income) is recognized in profit or loss.
(3) Impairment loss on financial assets
The Company recognizes loss allowances for expected credit losses on financial assets measured at amortized cost, including cash and cash equivalents, other receivables, and other financial assets.
The following financial assets are subject to loss allowances measured at the amounts of 12-month expected credit losses; the rest are measured at the amounts of lifetime expected credit losses:
- Determine that the credit risk of debt securities is low on the reporting date; and
- The credit risk of other debt securities and bank deposits (i.e., the risk of default occurring during the expected life of the financial instruments) has not increased significantly since initial recognition.
The loss allowances for accounts receivable are measured at the amounts of lifetime expected credit losses.
In assessing whether the credit risk has significantly increased since initial recognition, the Company considers reasonable and supportable information (available without undue cost or effort), including both qualitative and quantitative information, and an analysis based on the Company's historical experience, credit assessment, and forward-looking information.
If contractual payments are more than thirty days past due, the Company presumes that the credit risk of the financial assets has significantly increased.
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If contractual payments are more than ninety days past due, or if the borrower is unlikely to fulfill its credit obligations to pay the full amount to the Company, the Company considers the financial asset to be in default.
Lifetime expected credit losses refer to the expected credit losses arising from all possible default events over the expected life of the financial instruments.
12-month expected credit losses refer to the expected credit losses arising from possible default events occurring within 12 months after the reporting date (or a shorter period if the expected life of the financial instruments is less than 12 months).
The maximum period over which expected credit losses are measured is the maximum contractual period over which the Company is exposed to credit risk.
Expected credit loss is the probability-weighted estimate of credit losses over the expected life of the financial instruments. Credit losses are measured at the present value of all cash shortfalls, which is the difference between the cash flows that the Company is entitled to receive under the contract and the cash flows the Company expects to receive. Expected credit losses are discounted at the effective interest rate of the financial assets.
At each reporting date, Japanese companies assess whether financial assets measured at amortized cost have experienced credit impairment. A financial asset is considered credit-impaired when one or more adverse events have occurred that impact the estimated future cash flows of the financial asset. Evidence that a financial asset is credit-impaired includes observable data relating to the following matters:
- Significant financial difficulties of the borrower or issuer;
- Default, such as delinquency or being more than ninety days past due;
- Due to economic or contractual reasons related to significant financial difficulties of the borrower, the company grants concessions to the borrower that it would not otherwise consider;
- The borrower is highly likely to file for bankruptcy or engage in other financial restructuring; or
- The active market for the financial asset has disappeared due to financial difficulties.
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The loss allowance for financial assets measured at amortized cost is deducted from the carrying amount of the asset.
When the Company can no longer reasonably expect to recover all or part of a financial asset, it directly decreases the total carrying amount of the financial asset. For company accounts, the Company individually analyzes the timing and amount of write-offs based on whether recovery is reasonably expected. The Company does not expect significant reversals of amounts already written off. However, the written-off financial assets can still be enforced to comply with the Company's procedures for recovering overdue amounts. Based on their experience, it will not be possible to recover overdue amounts from corporate accounts after one year.
(4) Derecognition of financial assets
The company derecognizes financial assets only when the contractual rights to the cash flows from the asset expire, or when it has transferred the financial asset and substantially all the risks and rewards of ownership of the asset to another entity, or when it neither transfers nor retains substantially all the risks and rewards of ownership and does not retain control of the financial asset.
The company enters into transactions to transfer financial assets, but if it retains all or substantially all the risks and rewards of ownership of the transferred assets, these assets continue to be recognized on the balance sheet.
- Financial liabilities and equity instruments
(1) Classification as liabilities or equity
Debt and equity instruments issued by the company are classified as financial liabilities or equity according to the substance of the contractual agreement and the definition of financial liabilities and equity instruments.
(2) Equity transactions
Equity instruments refer to any contract that evidences a residual interest in the company's assets after deducting all its liabilities. Equity instruments issued by the company are recognized at the amount of the consideration received, net of direct issuance costs.
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(3) Treasury shares
When equity instruments of the Company that have already been recognized are repurchased, the consideration paid (including directly attributable costs) is recognized as a decrease in equity. The repurchased shares are classified as treasury shares. The amount received from the subsequent sale or reissuances of treasury shares is recognized as an increase in equity, and any residual or loss generated from the transaction is recognized as capital surplus or retained earnings (if the capital surplus is insufficient to offset).
(4) Financial liabilities
Financial liabilities are classified as being measured at amortized cost or at fair value through profit or loss. Financial liabilities, if held for trading, as derivative instruments, or designated at initial recognition, are classified as measured at fair value through profit or loss. Financial liabilities measured at fair value through profit or loss are measured at fair value, and the related net gain or loss, including any interest expense, is recognized in profit or loss.
Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gain or loss are in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.
(5) Derecognition of financial liabilities
The company derecognizes financial liabilities when the contractual obligations are discharged, canceled, or expired. When the terms of a financial liability are modified and the cash flows under the modified terms are substantially different, the original financial liability is derecognized, and a new financial liability is recognized at fair value based on the modified terms.
When financial liabilities are derecognized, the difference between their carrying amount and the total consideration paid or payable (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.
(6) Offsetting of financial assets and liabilities
Financial assets and financial liabilities are offset and presented on a net basis in the balance sheet only when the company currently has a legally enforceable right
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to set off the recognized amounts and intends either to settle on a net basis or to realize the assets and settle the liabilities simultaneously.
(g) Inventories
The original cost of inventories is the necessary expenditure incurred to bring the inventories to the condition and location available for sale or construction. The development cost of real estate includes construction costs incurred during the development period, land cost, borrowing costs, and project expenses. Upon completion, construction in progress is transferred to buildings and land held for sale, and the cost of real estate development is transferred to cost of sales based on the sales proportion. Subsequently, inventories are measured at the lower of cost and net realizable value. When the cost of inventories is higher than the net realizable value, the cost should be written down to the net realizable value, and the amount written down should be recognized as cost of goods sold in the period in which it occurs. The method for determining net realizable value is as follows:
- Construction land: Net realizable value is based on the replacement cost or the estimated selling price (according to the current market conditions) less estimated selling expenses.
- Construction in progress: The net realizable value is based on the estimated selling price (according to the market conditions at the time) minus the costs still required to complete and the selling expenses.
- Buildings and land held for sale: The net realizable value is based on the estimated selling price (according to the market conditions at the time) minus the estimated selling expenses.
(h) Investment in other related party
An other related party refers to an entity over which the company has significant influence on financial and operating policies, but not control or joint control.
The company accounts for the equity of other related parties using the equity method. Under the equity method, the initial acquisition is recognized at cost, and the investment cost includes the cost of the transaction. The carrying amount of investment in other related party includes the goodwill identified at the time of the original investment, less any accumulated impairment losses.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
The individual financial report includes the amount of profits, losses, and other comprehensive income of each investment in other related parties, recognized by the company based on its proportional share, from the date of obtaining significant influence to the date of losing significant influence, after adjustments for consistency with the company's accounting policies. When there is an equity change in other related parties that does not affect the company's percentage of ownership and is not related to profit, loss, or other comprehensive income, the company attributes all equity changes that it is entitled to under its share of the other related parties to capital surplus based on its percentage of ownership.
Unrealized gains and losses arising from transactions between the company and other related parties are recognized in the corporate financial statements only within the scope of review of the investor's equity in the other related parties. When the company's share of losses to be recognized in the other related parties equals or exceeds its equity in the other related parties, it ceases to recognize its share of losses, and only recognizes additional losses and related liabilities to the extent of any legal obligations, constructive obligations, or payments made on behalf of the invested company.
The company ceases to apply the equity method from the date its investment is no longer classified as an other related party. The retained equity is measured at fair value, and the difference between the fair value of the retained equity plus the disposal proceeds and the carrying amount of the investment on the date the equity method is discontinued is recognized in profit or loss for the period. For all amounts previously recognized in other comprehensive income related to the investment, the basis of accounting treatment is the same as that which must be followed if the other related party were to directly dispose of the related assets or liabilities. This means that if the gain or loss previously recognized in other comprehensive income must be reclassified to profit or loss (or retained earnings) upon the disposal of the related assets or liabilities, then when the company ceases to apply the equity method, such gain or loss should be reclassified from equity to profit or loss (or retained earnings). If the company's ownership equity in other related parties decreases but continues to apply the equity method, the company will reclassify gains or losses previously recognized in other comprehensive income related to the decrease in ownership equity in the manner described above, based on the decrease proportion.
If the company's investment in other related parties becomes an investment in a joint venture, or if an investment in a joint venture becomes an investment in other related parties, the company will continue to apply the equity method without remeasuring the retained equity.
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When other related parties issue new shares, if the company does not subscribe in accordance with its percentage, resulting in a change in the percentage and a subsequent increase or decrease in the net equity value of the investment, such increase or decrease is adjusted in the capital surplus and investments accounted for using the equity method. If this adjustment reduces the capital surplus and the balance of the capital surplus arising from investments accounted for using the equity method is insufficient, the difference is debited to retained earnings. However, if the reduction in the company's ownership equity in other related parties is due to not subscribing in accordance with its percentage, the amounts previously recognized in other comprehensive income related to the other related party are reclassified based on the decrease proportion, and the basis of accounting treatment is the same as that which must be followed if the other related parties directly disposed of the related assets or liabilities.
If changes in the Company's ownership interest in a subsidiary result in a loss of control, the investment should be accounted for using the equity method from the date it becomes an other related party or a joint venture. The treatment of any difference between the cost of the investment and the investor's share of the net fair value of the identifiable assets and liabilities of the investee at the time of acquisition is as follows:
- Goodwill related to a related party or joint venture is included in the carrying amount of that investment, and goodwill must not be amortized.
- Any amount by which the investor's share of the net fair value of the identifiable assets and liabilities of the investee exceeds the cost of the investment is recognized as income in the period of acquisition when determining the investor's share of the profit or loss of the other related party or joint venture.
(i) Investment in subsidiary
When preparing individual financial statements, the company evaluates investee companies over which it has control using the equity method. Under the equity method, the current period's profit and loss and other comprehensive income in the individual financial statements are the same as the amounts attributable to owners of parent in the consolidated financial statements. Additionally, owners' equity in the individual financial statements is the same as the equity attributable to owners of parent in the consolidated financial statements.
Changes in a parent's ownership interest in a subsidiary, which do not result in the loss of control, are treated as equity transactions between owners.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
When the company loses control of a subsidiary, the investment in the former subsidiary is derecognized at the carrying amount on the date control is lost in the individual financial statements, and the retained investment in the former subsidiary is remeasured at fair value on the date control is lost. The gain or loss on disposal is the difference between: (1) the total of the fair value of the consideration received and the fair value of the retained investment in the former subsidiary on the date control is lost, and (2) the total of the carrying amount of the subsidiary's investment on the date control is lost. For all amounts previously recognized in other comprehensive income related to the subsidiary, the basis of accounting treatment is the same as that which must be followed if the company directly disposed of the related assets or liabilities.
(j) Investment Property
Investment property refers to property held to earn rentals or for capital appreciation or both, but not for sale in the ordinary course of business, use in the production or supply of goods or services, or for administrative purposes. Investment Property is initially measured at cost and subsequently measured at cost less accumulated depreciation and accumulated impairment, with depreciation methods, useful lives, and residual values handled in accordance with the provisions for property, plant and equipment.
The gain or loss on the disposal of investment property (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is recognized in profit or loss.
The rental income from investment property is recognized in non-operating income on a straight-line basis over the lease term. Lease incentives granted are recognized as part of lease income over the lease term.
(k) Property, plant and equipment
- Recognition and measurement
Items of property, plant and equipment are measured at cost (including capitalized borrowing costs) less accumulated depreciation and any accumulated impairment.
When the major components of property, plant and equipment have different useful lives, they are treated as separate items (major components) of property, plant and equipment.
The gain or loss on the disposal of property, plant and equipment is recognized in profit or loss.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
- Subsequent costs
Subsequent expenditure is capitalized only when it is probable that future economic benefits will flow to the company.
- Depreciation
Depreciation is calculated based on the cost of the assets less the residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component.
Land is not subject to depreciation.
The estimated useful lives for the current and comparative periods are as follows:
(1) Buildings
0 to 50 years
(2) Office equipment
3年
The Company reviews the depreciation methods, useful lives, and residual values at each annual reporting date and makes appropriate adjustments when necessary.
(1) Leases
The company assesses at the inception date of a contract whether it is or contains a lease. If the contract conveys the right to control the use of identified assets for a period of time in exchange for consideration, then the contract is or contains a lease.
- Lessee
The company recognizes right-of-use assets and lease liabilities at the commencement date of the lease. Right-of-use assets are initially measured at cost, which includes the initial measurement amount of lease liabilities, adjusted for any lease payments made at or before the commencement date, and increased by any initial direct costs incurred and the estimated costs for dismantling, removing the underlying assets, and restoring the site or asset, while deducting any lease incentives received.
Subsequently, right-of-use assets are depreciated on a straight-line basis from the commencement date of the lease to the earlier of the end of the useful life of the right-of-use assets or the end of the lease term. In addition, the company regularly assesses whether right-of-use assets are impaired and addresses any impairment losses that have occurred. In the event of a remeasurement of lease liabilities, the right-of-use assets are adjusted accordingly.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Lease liabilities are initially measured at the present value of lease payments that are outstanding as of the commencement date of the lease. If the interest rate implicit in the lease is readily determinable, the discount rate is that rate; if not, the company's incremental borrowing rate is used. Generally, the company uses its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of lease liabilities include:
- Fixed payments, including in-substance fixed payments;
- Lease payments depending on changes in a specific index or rate are initially measured using the index or rate at the commencement date of the lease;
- The expected amount of the residual guarantee payable; and
- The exercise price of a purchase option or the penalty payable when it is reasonably certain that the option will be exercised or the lease termination option.
Lease liabilities are subsequently subject to interest accrual using the effective interest method and are remeasured under the following circumstances:
- Changes in the index or rate used to determine lease payments result in changes in future lease payments;
- The expected amount of the residual guarantee payable has changed;
- The assessment of the purchase option for the underlying assets has changed;
- Changes in the estimate of whether to exercise the option to extend or terminate, resulting in a change in the assessment of the lease term;
- Modification of the lease subject, Scope of Review, or other terms.
When the lease liabilities are remeasured due to changes in the index or rate used to determine lease payments, changes in the residual value guarantees, and changes in the assessments of purchase, extension, or termination options, the carrying amount of the right-of-use assets is adjusted accordingly. When the carrying amount of the right-of-use assets is reduced to zero, the remaining remeasurement amount is recognized in profit or loss.
For lease modifications that decrease the scope of the lease, the carrying amount of the right-of-use assets is decreased to reflect the partial or full termination of the lease, and the difference between this and the remeasured amount of the lease liabilities is
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recognized in profit or loss.
The company presents right-of-use assets and lease liabilities as separate line items in the balance sheet.
If an agreement includes lease and non-lease components, the Company allocates the consideration in the contract to each lease component on the basis of the relative standalone price. However, when leasing land and buildings, the Company chooses not to separate non-lease components and treats lease components and non-lease components as a single lease component.
For short-term leases and leases of low-value underlying assets, the company has chosen not to recognize right-of-use assets and lease liabilities, and instead recognizes the related lease payments as expenses on a straight-line basis over the lease term.
- Lessor
The company, as a lessor, classifies lease contracts at the inception date based on whether they transfer substantially all the risks and rewards of ownership of the assets. If they do, they are classified as finance leases; otherwise, they are classified as operating leases. In its assessment, the company considers specific relevant indicators, including whether the lease term covers the major part of the economic life of the underlying asset.
If the company is a sublessor, it accounts for the main lease and the sublease transactions separately, and the classification of the sublease is determined based on the right-of-use asset arising from the main lease. If the main lease is a short-term lease and the recognition exemption applies, the sublease transaction should be classified as an operating lease.
If an agreement includes lease and non-lease components, the Company allocates the consideration in the contract using the provisions of IFRS 15.
For operating leases, the company recognizes the lease payments received as rental income on a straight-line basis over the lease term.
(m) Impairment loss on financial assets
At each reporting date, the company assesses whether there is any indication that the carrying amount of non-financial assets (excluding inventories and deferred tax assets) may be impaired. If any indication exists, the recoverable amount of the asset is estimated.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
For the purpose of impairment testing, the smallest identifiable group of assets that generates cash inflows largely independent of the cash inflows from other individual assets or groups of assets is considered a cash-generating unit.
The recoverable amount is the higher of an individual asset's or cash-generating unit's Fair Value less costs of disposal and its value in use. When assessing the value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate, which should reflect current market assessments of the time value of money and the specific risks associated with the asset or cash-generating unit.
If the recoverable amount of an individual asset or cash-generating unit is less than its carrying amount, an impairment loss is recognized.
Impairment losses are immediately recognized in profit or loss and are first used to decrease the carrying amount of any goodwill allocated to the cash-generating unit, then to decrease the carrying amounts of the unit's other assets on a pro-rata basis.
Impairment losses on goodwill are not reversed. For non-financial assets other than goodwill, a reversal is recognized only to the extent that it does not exceed the carrying amount that would have been determined had no impairment loss been recognized in prior years (less depreciation or amortization).
(n) Revenue from contracts with customers
- Revenue from contracts with customers
Revenue is measured at the amount of consideration to which the Group expects to be entitled in exchange for transferring goods or services. The company recognizes revenue when control of the goods or services is transferred to the customer and performance obligations are satisfied. The explanation of the main income items is as follows:
(1) Service
The company provides consulting and management services to customers. Service revenue is recognized based on the stage of completion of the transaction as of the reporting date.
(2) Land development and real estate sales
The Company develops and sells residential real estate, and frequently presells properties during or before the construction period. The company recognizes
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revenue when control of the real estate is transferred. Due to contractual restrictions, the real estate typically has no Other purpose for the company. However, after the legal ownership of the real estate is transferred to the customer, the company gains an enforceable right to payment for performance completed to date. Therefore, the company recognizes revenue at the point when the legal ownership of the real estate is transferred to the customer.
Revenue is measured at the transaction price according to the contract agreement. In the case of selling completed properties, consideration is mostly collectible upon the transfer of legal ownership of the real estate. In a few circumstances, according to contract agreements, payment can be deferred, but the deferral period does not exceed twelve months. Therefore, the transaction price is not adjusted to reflect the impact of a significant financial component. In case of pre-sale real estate, payments are usually collected in installments during the period from the signing of the contract to the transfer of the real estate to the customer. If the contract includes a significant financial component, the transaction price is adjusted during this period based on the project's loan interest rate to reflect the impact of the time value of money. Payments received in advance are recognized as contract liabilities. If it is determined that an adjustment for the impact of the time value of money is needed, interest expenses and contract liabilities are recognized. The accumulated amount of contract liabilities is reclassified as revenue when the real estate is transferred to the customer.
(3) Significant Financing Component - Advance Receipts for Property Payments
Revenue is measured based on the transaction price agreed in the contract. In the case of selling completed properties, consideration is mostly collectible upon the transfer of legal ownership of the real estate. In a few circumstances, according to contract agreements, payment can be deferred, but the deferral period does not exceed twelve months. In the case of pre-sold real estate, payments are usually collected in installments during the period from contract signing to the transfer of the real estate to the customer. The Company evaluates individual contracts to determine whether there is a difference between the contractually promised consideration and the current sales price, and whether the aforementioned pre-collected consideration includes a financing component. The primary purpose of pre-collecting consideration is to provide assurance of contract fulfillment by the
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customer and to reduce the risk and cost associated with the customer failing to fulfill the contract, which could affect the resale price for the Company. Therefore, it is not considered a significant financing component obtained from the customer. Therefore, the transaction price is not adjusted to reflect the impact of a significant financing component.
- Cost of customer contracts
(1) Additional costs of obtaining a contract
If the Company expects that the incremental costs of obtaining a contract can be recovered, it recognizes those costs as assets. The additional costs of obtaining a contract refer to the costs incurred to obtain a customer contract that would not have been incurred if the contract had not been obtained. The costs of obtaining a contract that are incurred regardless of whether the contract is obtained are recognized as an expense when incurred, unless those costs are explicitly reimbursable by the customer regardless of whether the contract is obtained.
The company recognizes the incremental costs incurred to obtain a customer contract that are expected to be recoverable through the sale of real estate as assets, and amortizes them on a systematic basis consistent with the transfer of pre-sold properties to customers.
(o) Employee benefits
- Defined contribution plans
The obligation to contribute to defined contribution pension plans is recognized as an expense over the period during which the employee services are provided.
- Defined benefit plan
The company's net obligation for the defined benefit plan is calculated by discounting the future benefit amount earned from services rendered by employees during the current or prior period to its present value, and then subtracting the fair value of the plan assets.
The defined benefit obligation is actuarially assessed annually by a qualified actuary using the projected unit credit method. When the calculation results are potentially favorable to the company, the recognition of assets is limited to the present value of any economic benefits available in the form of refunds of contributions to the plan or
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
reductions in future contributions to the plan. When calculating the present value of economic benefits, any minimum funding requirements are considered.
Remeasurements of the net defined benefit liability, which include actuarial gains and losses, the return on plan assets (excluding interest), and any changes in the effect of the asset ceiling (excluding interest), are immediately recognized in other comprehensive income and accumulated in retained earnings. The company determines the net interest expense (income) of net defined benefit liabilities (assets) using the net defined benefit liabilities (assets) and the discount rate determined at the beginning of the annual reporting period. The net interest expense and other expenses of the defined benefit plan are recognized in profit or loss.
When a plan is amended or curtailed, the resulting change in benefits related to past service cost or curtailment gains or losses is immediately recognized in profit or loss. The Company recognizes gains or losses on the settlement of defined benefit plans when the settlement occurs.
- Short-term employee benefits
The obligation for short-term employee benefits is recognized as an expense when the service is provided. If a present legal or constructive payment obligation arises from past services provided by employees and can be reliably estimated, the amount is recognized as a liability.
(p) Income Tax
Income tax includes current tax and deferred tax. Except for those related to business combinations or items recognized directly in equity or other comprehensive income, current and deferred income taxes should be recognized in profit or loss.
Current income tax includes the estimated payable income tax or receivable tax refund calculated based on taxable income (loss) for the year, as well as any adjustments to payable income tax or receivable tax refund for prior years. The amount is the best estimate of the expected payment or receipt, measured at the statutory tax rate or the substantively enacted tax rate on the reporting date.
Deferred income tax is recognized and measured based on the temporary differences between the carrying amounts of assets and liabilities at the reporting date and their tax bases. Deferred income tax is not recognized on temporary differences arising in the following situations:
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
- For assets or liabilities initially recognized from a transaction that is not a business combination, and at the time of the transaction (i) does not affect accounting profit or taxable income (loss), and (ii) does not result in equal taxable and deductible temporary differences;
- For temporary differences arising from investment in subsidiary, other related party, and joint ventures, when the company can control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and
- Taxable temporary differences arising from the initial recognition of goodwill.
Deferred tax assets are recognized for unused tax losses and unused tax credits carried forward, as well as deductible temporary differences, to the extent that it is probable that future taxable income will be available against which they can be utilized. And reassessed on each reporting date to reduce the relevant income tax benefits to the extent that it is not probable they will be realized; or to reverse the previously decreased amounts to the extent that it becomes probable there will be sufficient taxable income.
Deferred income tax is measured using the tax rates expected to apply when the temporary differences reverse, based on the statutory tax rate or the substantively enacted tax rate at the reporting date.
The company offsets deferred tax assets and deferred tax liabilities only when the following conditions are met simultaneously:
- Has the legal enforceable right to offset current Income tax assets and current income tax liabilities; and
- Deferred tax assets and deferred tax liabilities relate to one of the taxable entities subject to income tax levied by the same taxation authority:
(1) the same taxable entity; or
(2) different taxable entities, where each entity intends, in each future period in which significant amounts of deferred income tax assets are expected to be recovered and deferred income tax liabilities are expected to be settled, to settle its current income tax liabilities and assets on a net basis, or to realize the assets and settle the liabilities simultaneously.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(q) Earnings per share
The Company presents the basic and diluted earnings per share attributable to ordinary shareholders of the Company. The Company's basic earnings per share is calculated by dividing the (loss)profit attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares at September 30. Diluted earnings per share are calculated by adjusting the (loss)profit attributable to ordinary shareholders of the Company and the weighted average number of ordinary shares for the effects of all potential dilutive ordinary shares. The Company's potential dilutive ordinary shares include stock options granted to employees.
(r) Segment information:
The company has disclosed segment information in the consolidated financial statements, therefore segment information is not disclosed in the individual financial statements.
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty
When preparing the individual financial report, management must make judgments and estimates about the future (including climate-related risks and opportunities) that will affect the application of accounting policies and the reported amount of assets, liabilities, income, and expenses. Actual results may differ from these estimates.
Management continually reviews estimates and underlying assumptions, which are consistent with the company's risk management and climate-related commitments, and changes in estimates are deferred and recognized during the period of change and the future periods affected.
Accounting policies involve significant judgments and provide information that has a major impact on the recognized amounts in these individual financial statements:
(a) For information on whether investments accounted for using the equity method are under substantive control, please refer to the consolidated financial statements for the year ended December 31, 2025.
Information on the assumptions and estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities in the next financial year: None.
Valuation process
The accounting policies and disclosures of the company include the adoption of fair value
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
measurement for its financial and non-financial assets and liabilities. The company has established an internal control system related to fair value measurement. This includes establishing a valuation team responsible for reviewing all significant fair value measurements (including Level 3 fair value) and reporting directly to the Chief Financial Officer. The valuation team regularly reviews significant unobservable inputs and adjustments. If the inputs used to measure Fair Value are obtained from external third-party information (such as brokers or pricing service agencies), the valuation team will evaluate the evidence provided by the third parties to support the inputs, to ensure that the valuation and its classification of fair value levels comply with the requirements of IFRS.
The company, in measuring its assets and liabilities, uses market-observable inputs as much as possible. The levels of fair value are classified based on the inputs used in the valuation technique as follows:
(a) Level 1: Public quoted prices (unadjusted) in active markets for identical assets or liabilities.
(b) Level 2: Inputs for assets or liabilities are directly (i.e., prices) or indirectly (i.e., derived from prices) observable, other than the public quoted prices included in Level 1.
(c) Level 3: Inputs for assets or liabilities are not based on observable market data (unobservable inputs).
Further information on the assumptions used to measure fair value
For the relevant information on the assumptions used in measuring Fair Value, please refer to Note 6(n), Financial instruments.
(6) Explanation of significant accounts
(a) Cash and cash equivalents
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Petty cash | $ 20 | 20 |
| Cash in Bank | 71,580 | 48,360 |
| Cash and cash equivalents in the consolidated statement of cash flows | $ 71,600 | 48,380 |
Please refer to Note 6(n) for the sensitivity analysis and interest rate risk of the financial assets and liabilities of the Company.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(b) Inventories
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Land held for construction site | $ 213,597 | 212,409 |
| Construction in progress | 307,351 | 307,351 |
| $ 520,948 | 519,760 |
The inventories of the Group had been pledged as collateral for bank borrowings; please refer to Note 8.
(c) Investments accounted for using equity method/Investment accounted for using the equity method - credit balance
The Company's investments accounted for using the equity method at the reporting date were as follows:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Subsidiary | $ 7,463,901 | 9,233,112 |
| Other related party | 1,102,827 | 738,250 |
| $ 8,566,728 | 9,971,362 |
1. Subsidiary
(1) On October 16, 2024, the Company's board of directors resolved to proceed with the capital reduction of subsidiaries and refund stock payments. The capital reduction and refund details of each subsidiary are as follows:
| Cancellation of shares due to capital reduction | Refund of the amount paid for shares | |
|---|---|---|
| Alliance Steamship S.A. | 10,000 | $ 32,020 |
| Grand Steamship S.A. | 10,000 | 32,005 |
| Reliance Steamship S.A. | 10,000 | 32,020 |
| Ship Bulker Steamship S.A. | 15,000 | 48,041 |
| Sure Success Steamship S.A. | 12,000 | 38,388 |
| First Mariner Holding Limited | 924,000 | 29,592 |
| 981,000 | $ 212,066 |
(2) Please refer to the consolidated financial statements for the year ended December 31, 2025.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
- Other related party
(1) The relevant information for other related parties that are significant to the company is as follows:
| Investee | Nature of relationship with the Company | Main operation/place | Percentage of ownership interests and voting rights | |
|---|---|---|---|---|
| 2025.12.31 | 2024.12.31 | |||
| GRAND OCEAN RETAILGROUP LTD. | Department store retail industry | China/Cayman Islands | 5.34% | - % |
GRAND OCEAN RETAIL GROUP LTD. is a listed company, its Fair Value is as follows:
| 2025.12.31 |
|---|
| $ 58,238 |
The summarized financial information of other related parties that are significant to the Company is as follows. This financial information has been adjusted for the amounts included in the individual financial reports of each other related party under IFRSs to reflect the fair value adjustments made when the Company acquired the equity of other related parties, and adjustments made for differences in accounting policies:
Collective financial information of Grand Ocean Retail Group Ltd.:
| 2025.12.31 | |
|---|---|
| Current assets | $ 1,468,360 |
| Non-current assets | 19,790,196 |
| Current liabilities | ( 6,206,895) |
| Non-current liabilities | ( 11,232,433) |
| Net assets | $ 3,819,228 |
| Net assets attributable to non-controlling interests | $ - |
| Net assets attributable to owners of the investee company | $ 3,819,228 |
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
| 2025 | |
|---|---|
| Sales revenue | $ 2,751,254 |
| Gain(Loss) from continuing operations | ($ 890,325) |
| Comprehensive income | ( 76,754) |
| Comprehensive income, attributable to non-controlling interests | ($ 967,079) |
| Comprehensive income attributable to net assets attributable to owners of the investee company | $ - |
| Comprehensive income attributable to owners of the investee company | ($ 967,079) |
| 2025 | |
| At the beginning of the period, the company's share of other related party's net assets | $ - |
| Current additions (Note) | 203,947 |
| Comprehensive income attributable to the Company for the period | - |
| The company's carrying amount of other related party's equity at the end of the period | $ 203,947 |
Note: The additional share of other related party's net assets for the current period, as well as the fair value measurement of assets and liabilities acquired by the company, is provisional. These amounts are subject to final evaluation.
For consideration of the Group's operational strategy, in May 2025, the Company's subsidiary sold 35,200 thousand shares of GRAND OCEAN RETAIL GROUP LTD. at $6.8 per share to an unrelated party, Trinity Gold Limited, for a total price of $239,360 thousand. From June to September 2025, the subsidiary successively disposed of an additional 3,138 thousand shares of the company in the open market for a total price of $20,114 thousand. As a result, the Group's consolidated shareholding decreased to 39.01%, and due to the difference between the actual disposal price and the book value of the subsidiary's shareholding, a decrease of $480,480 thousand in capital surplus and a decrease of $68,153 thousand in retained earnings were recognized.
In December 2025, the Company sold 9,115 thousand shares of GRAND OCEAN RETAIL GROUP LTD. at $5.25 per share to an unrelated party, Trinity Gold Limited, and other unspecified parties, for a total price of $47,854 thousand.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
The Company's subsidiary also disposed of an additional 10,438 thousand shares of the company in the open market during December 2025 for a total price of $56,490 thousand. As a result, the Group's consolidated shareholding decreased to 29.01%, leading to the loss of control over GRAND OCEAN RETAIL GROUP LTD. and resulting in a disposal loss of $124,285 thousand. The loss on disposal includes the remeasurement of the company's remaining 5.34% equity interest at fair value, the difference between its fair value and the original equity net value, and the amount of NT$5,838 thousand previously recognized in other comprehensive income related to the subsidiary reclassified to profit or loss. This is included under the loss on disposal of investments in the consolidated statements of comprehensive income under other gains and losses. Please refer to Note 6(m) for details.
(2) Aggregation of financial information — individually insignificant associates' equity
The Company's financial information for investments accounted for using the equity method that are individually insignificant were as follows, and such financial information is included in the Company's separate financial statements:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Carrying amount of individually insignificant associates' equity at the end of the period | $ 898,880 | 738,250 |
| 2025 | 2024 | |
| Attributable to the Group: | ||
| Gain(Loss) from continuing operations | $ 45,268 | 28,021 |
| Other comprehensive income | ( 30,131) | 42,687 |
| Comprehensive income | $ 15,137 | 70,708 |
The company, on August 27, 2025, and January 17, 2024, respectively, approved by the board of directors to participate in the cash capital increase of 331,660 thousand shares and 331,660 thousand shares in Da Yu Financial Holdings Ltd. according to the shareholding ratio. The subscription prices were HK$0.12 per share and HK$0.15 per share, with a total amount of $157,127 thousand and $202,329 thousand. The relevant legal registration procedures have been
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
completed.
As of December 31, 2025 and 2024, the company conducted impairment tests on the goodwill and other intangible assets identified during the initial investment in Da Yu Financial Holdings Ltd. The recoverable amount was estimated based on its value in use. According to the management's assessment, the recoverable amount exceeded the carrying amount, and therefore, no impairment losses were recognized.
For other related parties that are listed companies, their Fair Value is as follows:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Da Yu Financial Holdings Ltd. | $ 433,915 | 204,439 |
| Sandmartin International Holdings Ltd. | 133,944 | 154,052 |
- Guarantees
For the circumstances in which the Group's investments accounted for using the equity method have been pledged as collateral, please refer to Note 8.
(d) Property, plant and equipment
The cost, depreciation, and impairment of the property, plant and equipment of the Group were as follows:
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
| Land | Vessels | Office equipment | Total | |
|---|---|---|---|---|
| Cost or deemed cost: | ||||
| Balance at January 1, 2025 | $ 126,409 | 74,871 | 3,675 | 204,955 |
| Balance at December 31, 2025 | $ 126,409 | 74,871 | 3,675 | 204,955 |
| Balance at January 1, 2024 | $ 126,409 | 74,871 | 2,157 | 203,437 |
| Additions | - | - | 1,518 | 1,518 |
| Balance at December 31, 2024 | $ 126,409 | 74,871 | 3,675 | 204,955 |
| Depreciation and impairment loss: | ||||
| Balance at January 1, 2025 | $ - | 40,938 | 2,656 | 43,594 |
| Depreciation | - | 3,259 | 506 | 3,765 |
| Balance at December 31, 2025 | $ - | 44,197 | 3,162 | 47,359 |
| Balance at January 1, 2024 | $ - | 37,679 | 1,719 | 39,398 |
| Depreciation | - | 3,259 | 937 | 4,196 |
| Balance at December 31, 2024 | $ - | 40,938 | 2,656 | 43,594 |
| Carrying amounts: | ||||
| December 31, 2025 | $ 126,409 | 30,674 | 513 | 157,596 |
| January 1, 2024 | $ 126,409 | 37,192 | 438 | 164,039 |
| December 31, 2024 | $ 126,409 | 33,933 | 1,019 | 161,361 |
The property, plant and equipment of the Company had been pledged as collateral for bank borrowings. Please refer to Note 8 for further details.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(e) Investment Property
The changes in the Investment Property of the Company were as follows:
| Land | Vessels | Office equipment | |
|---|---|---|---|
| Cost or deemed cost: | |||
| Balance at January 1, 2025 | $ 115,769 | 50,252 | 166,021 |
| Balance at December 31, 2025 | $ 115,769 | 50,252 | 166,021 |
| Balance at January 1, 2024 | $ 115,769 | 50,252 | 166,021 |
| Balance at December 31, 2024 | $ 115,769 | 50,252 | 166,021 |
| Depreciation and impairment loss: | |||
| Balance at January 1, 2025 | $ - | 26,878 | 26,878 |
| Depreciation | - | 973 | 973 |
| Balance at December 31, 2025 | $ - | 27,851 | 27,851 |
| Balance at January 1, 2024 | $ - | 25,905 | 25,905 |
| Depreciation | - | 973 | 973 |
| Balance at December 31, 2024 | $ - | 26,878 | 26,878 |
| Carrying amount: | |||
| December 31, 2025 | $ 115,769 | 22,401 | 138,170 |
| January 1, 2024 | $ 115,769 | 24,347 | 140,116 |
| December 31, 2024 | $ 115,769 | 23,374 | 139,143 |
| Fair Value: | |||
| December 31, 2025 | $ 300,515 | ||
| December 31, 2024 | $ 299,326 |
-
Investment property includes several commercial properties leased to others. The original non-cancellable lease term of the lease contract is one to two years. Lease revenue for the Year 2025 and 2024, please refer to Note 6(k).
-
The circumstances in which the Company's Investment Property has been pledged as collateral, please refer to Note 8.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(f) Short-term borrowings
The details of short-term borrowings of the Company were as follows:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Unsecured bank loans | $ 347,500 | 410,000 |
| Secured bank loans | 364,200 | 364,200 |
| Total | $ 711,700 | 774,200 |
| Unused credit lines | $ - | - |
| Range of interest rates | 2.55%~3.51% | 2.31%~3.39% |
For the collateral of borrowings, please refer to Note 8.
(g) Long-term borrowings
The list, terms, and conditions of long-term borrowings of the Company were as follows:
| 2025.12.31 | ||||
|---|---|---|---|---|
| Currency | Range of interest rates | Maturity year | Amount | |
| Unsecured bank loans | NTD | 3.01%~3.10% | 115~117 | $ 146,000 |
| Secured bank loans | NTD | 3.04%~3.10% | 115 | 962,500 |
| Less: current portion | ( 1,064,500) | |||
| Total | $ 44,000 | |||
| Unused credit lines | $ 130,000 | |||
| 2024.12.31 | ||||
| --- | --- | --- | --- | --- |
| Currency | Range of interest rates | Maturity year | Amount | |
| Unsecured bank loans | NTD | 3.09% | 115 | $ 100,000 |
| Secured bank loans | NTD | 3.04%~3.09% | 115 | 1,137,500 |
| Secured commercial promissory note | NTD | 1.58%~1.77% | 115 | 249,720 |
| Less: current portion | ( 1,387,220) | |||
| Total | $ 100,000 | |||
| Unused credit lines | $ 400,000 |
40
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
-
For the collateral of borrowings, please refer to Note 8.
-
Significant loan contract agreement
The Group signed a syndicated loan agreement with 6 banks (including Chang Hwa Commercial Bank, Ltd.) and obtained a credit line of $2,000,000 thousand. According to the agreement, the Company should maintain the following financial ratios and regulations, and the semi-annual inspection started from the second quarter of 2021:
(1) Current ratio [current assets/(current liabilities - current portion of the long term borrowings current lease liabilities)]: should not be lower than 80%;
(2) Debt ratio [(total liabilities - lease liabilities) / total equity]: should not exceed 150%;
(3) Interest coverage multiple [(profit before tax interest expense depreciation amortization) / interest expense]: should be maintained at 3 or above;
(4) Net tangible assets [(total equity - intangible assets)]: should be maintained at NTD 9 billion or above.
- Breach of a loan contract
The financial ratio of the Group as of December 31, 2023, was in breach of the above-mentioned financial ratio limit. In addition to the additional 0.05% interest rate as agreed in the contract, the Group should immediately propose specific improvement measures to the management bank. If the Group completed improvement before the next examination date of the financial ratio, it shall not be deemed to be in breach of the terms of this commitment clause.
The Company communicated with the lending bank to lower or waive the review of the financial ratio within a certain period and issued a statement to the syndicated banks on April 19, 2024, explaining the reasons for not meeting the debt covenant's financial ratio requirements and proposed financial improvement measures.
The Company still violated the aforementioned financial ratios on June 30, 2024, and has transferred the remaining loan amount to long-term borrowings due within one year. The Company obtained the consent of the banking consortium to waive the review of this financial ratio on October 18, 2024.
The Company was still in violation of the agreed financial ratios as of December 31, 2024. On April 15, 2025, the Company issued a statement to the syndicated banks
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
explaining the reasons for not meeting the financial ratio requirements of the syndicated loan agreement and applied for a waiver of the review of this financial ratio in accordance with the provisions of the credit contract. Subsequently, the Company applied to amend the conditions of the syndicated loan agreement, including the proposal to add two vessels as enhanced guarantees and to repay the credit balance of Item A amounting to 200,000 thousand. The proposal for the exemption of the aforementioned financial ratios and the amendment of the credit conditions was approved by the banking consortium on November 28, 2025. Supplementary contracts were signed in January and February 2026, respectively, which included additional vessel guarantees, extension of the credit period for Item A by one year, adjustments to the increased interest rate, and a waiver of the review of financial ratios during the extended period.
(h) Income Tax
- Income tax expenses
The components of the Company's income tax expenses for the Year 2025 and 2024 were as follows:
| 2025 | 2024 | |
|---|---|---|
| Current tax expense | ||
| Income tax expenses | $ - | - |
The reconciliation of the Company's income tax expenses and loss before income tax for the Year 2025 and 2024 is as follows:
| 2025 | 2024 | |
|---|---|---|
| Loss before income tax | ($ 1,343,910) | ( 288,774) |
| Income tax calculated at the domestic tax rate of the location where the Company is situated. | ($ 268,782) | ( 57,755) |
| Ceased securities transaction losses. | 61,578 | 4,394 |
| Loss from investments accounted for using equity method | 4,340 | 4,199 |
| Current taxable loss for which deferred tax assets have not been recognized | 11,124 | 18,338 |
| Changes in unrecognized temporary differences | 215,214 | 24,695 |
| Other | ( 23,474) | 6,129 |
| Total | $ - | - |
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
2. Deferred tax assets and liabilities
(1) Unrecognized deferred tax assets (liabilities)
i. The Company has control over its investment in subsidiary FIRST STEAMSHIP S.A., and the board of directors has resolved that earnings prior to 2018 will not be distributed. Furthermore, the company does not intend to dispose of the equity investment in the foreseeable future. Therefore, as of December 31, 2025 and 2024, the temporary differences related to the investment in subsidiary have not been recognized as Deferred tax assets (liabilities) since the company can control the timing of the reversal of the temporary differences and is confident that they will not reverse in the foreseeable future. The related amounts are as follows:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| The total amount of temporary differences related to investments in subsidiaries. | $ 693,408 | ( 467,791) |
| The amount of unrecognized deferred tax assets (liabilities) | $ 138,682 | ( 93,558) |
ii. The company's other taxable income items for which deferred tax assets have not been recognized are as follows:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Taxable loss | $ 458,781 | 406,293 |
Taxable loss is in accordance with income tax regulations, where losses from the previous ten years, as determined by the tax authorities, can be deducted from the current year's net profit before reassessing income tax. These items have not been recognized as deferred tax assets because it is not probable that the company will have sufficient taxable income in the future to utilize these temporary differences.
(2) Recognized deferred tax liabilities
Changes in the amount of deferred tax assets and liabilities for 2025 and 2024 were as follows:
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Deferred tax assets:
| Loss deduction | |
|---|---|
| January 1, 2025 | $ 19,294 |
| December 31, 2025 | $ 19,294 |
| January 1, 2024 | $ 19,294 |
| December 31, 2024 | $ 19,294 |
Deferred tax liabilities:
| Estimated share of subsidiaries' earnings | |
|---|---|
| January 1, 2025 | $ 8,883 |
| December 31, 2025 | $ 8,883 |
| January 1, 2024 | $ 8,883 |
| December 31, 2024 | $ 8,883 |
- As of December 31, 2025, the Company's unused tax losses, which are subject to deduction deadlines, are as follows:
| Loss year | Unused loss deduction | Final year for deduction |
|---|---|---|
| In 2016 | $ 35,808 | In 2026 |
| In 2017 | 36,057 | In 2027 |
| In 2018 | 20,950 | In 2028 |
| In 2020 | 64,883 | In 2030 |
| In 2023 | 253,373 | In 2033 |
| In 2024 | 88,560 | In 2034 |
| In 2025 | 55,618 | In 2035 |
| $ 555,249 |
- Examination and Approval
The tax returns of the Company for the years up to 2022 have been examined and approved by the tax authorities.
(i) Capital and other equity
As of December 31, 2025 and 2024, the company's authorized capital stock was NT$12,000,000 thousand, with a par value of NT$10 per share, totaling 1,200,000 thousand shares. All issued shareholding amounts to 824,776 thousand shares. Payment for all issued shareholding has been fully collected.
44
(English Translation of Financial Statements Originally Issued in Chinese) First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
1. Capital surplus
The components of the capital surplus were as follows:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Share capital | $ 352,570 | 352,570 |
| Difference arising from subsidiary's share price and its carrying value | - | 480,480 |
| Donation from shareholders | 3,332 | 3,332 |
| $ 355,902 | 836,382 |
Under the Company Act, capital surplus must first be used to cover losses before realized capital surplus is distributed as new shares or cash in proportion to the shareholders' original shareholding. The aforementioned realized capital surplus includes the premium on share capital issued above par value and income from donations received. In accordance with the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, the total amount of capital surplus appropriated for capital increase each year shall not exceed 10% of the paid-in capital.
The Company was pursuant to the resolutions reached in shareholder meetings held on June 18, 2024 for making up losses from capital reserves of $1,095,839 thousand.
2. Retained earnings
The Company's article of incorporation stipulates that Company's profit after tax for the period, if any, should first be used to offset accumulated losses, after which 10% should be appropriated as legal reserve, unless the amount of legal reserve has reached that of Company's paid-in capital. In addition, special reserve shall be appropriated or reversed according to related laws and regulations. The remaining portion, together with any unappropriated retained earnings at the beginning of the period, shall be distributed according to the Board's proposal and submitted to a shareholders' meeting for approval.
The dividend policy of the Company shall take into account the actual operating conditions of the current year, future investment development, funding needs, financial structure, and take into account the interests of shareholders. Distributable surplus may be distributed in the form of shares or cash, unless it is reserved at the discretion. However, cash dividends shall not be less than 10% of the total dividends. If the cash dividends to be distributed per share are less than $0.5, they shouldn't be distributed
45
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
unless otherwise resolved by the shareholders' meeting.
(1) Legal reserve
When a company incurs no loss, it may, pursuant to a resolution by a shareholders' meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of capital may be distributed.
The Company was pursuant to the resolutions reached in shareholder meetings held on June 18, 2024 for making up losses from legal reserves of $8,289 thousand.
(2) Special reserve
The Company elected to apply the exemption under IFRS 1 "First-time Adoption of International Financial Reporting Standards" upon initial adoption of IFRS. Accumulated translation adjustments recognized in shareholders' equity increased retained earnings, except that the retained earnings arising from first-time adoption of IFRS endorsed by the FSC on the transition date experienced net decrease; the Company was not required to appropriate the same amount of special reserve according to the regulations stipulated by the FSC.
If the Company has already reclassified a portion of earnings as special reserve as mentioned in the preceding subparagraph, the Company shall make supplemental allocation of special reserve, in the amount of the difference between the amount it has already allocated and the amount of the current period total net reduction of other shareholders' equity from undistributed current-period and prior-period earnings, including the after tax net profit for the period, plus items other than after tax net profit for the period. (When the Company distributed its 2021 earnings in 2020, a portion of its current period profits and undistributed prior period earnings shall be reclassified as special reserve. When the Company distributed its 2022 earnings in 2021, the after tax net profit for the period, plus items other than the after tax net profit for the period, shall be included in the amount of undistributed current period and prior period earnings for appropriation as special reserve.) A portion of undistributed prior period earnings shall be reclassified as special reserve (and shall not qualify for earnings distribution) to account for cumulative changes to net reduction in other
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
shareholders' equity for prior periods. Amounts of subsequent reversals pertaining to the net reduction in other shareholders' equity shall qualify for additional distributions.
A resolution was passed during the shareholders' meeting on June 18, 2024 to making up losses from special reserve of $303,885 thousand.
(3) Earnings distribution
A resolutions was passed by the shareholders' meeting on June 13, 2025, and June 18, 2024, respectively, decided not to distribute the income for 2024 and 2023.
3. Other equity interest
| Exchange differences on translation of foreign financial statements | |
|---|---|
| Balance at January 1, 2025 | $ 224,418 |
| Share of exchange differences on equity accounted subsidiaries and other related parties. | 236,268 |
| Balance at December 31, 2025 | $ 460,686 |
| Balance at January 1, 2024 | ($ 354,024) |
| Share of exchange differences on equity accounted subsidiaries and other related parties. | 578,442 |
| Balance at December 31, 2024 | $ 224,418 |
(j) Losses per share
The Group's earnings per share were calculated as follows for the Year 2025 and 2024:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Basic losses per share | ||
| Net loss attributable to ordinary shareholders of the Company | ($ 1,343,910) | ( 288,774) |
| Weighted average number of ordinary shares at December 31 | 824,776 | 824,776 |
| Basic earnings per share (NT dollars) | ($ 1.63) | ( 0.35) |
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
In the year 2025 and 2024, there was no dilutive effect from potential ordinary shares arising from employee compensation due to the loss before income tax, therefore, diluted earnings per share were not disclosed.
(k) Revenue from contracts with customers
- Disaggregation of revenue
| 2025 | 2024 | |
|---|---|---|
| Primary geographical markets: | ||
| Taiwan | $ 9,028 | 8,586 |
| Major products/services lines: | ||
| Lease revenue (Note) | $ 9,028 | 8,586 |
Note: The lease revenue of the Company is under IFRS 16.
(1) Employee compensation and directors' remuneration
On June 13, 2025, the company's shareholders' meeting resolved to amend the Articles of Incorporation. According to the amended Articles, when there is profit for the year, no less than 1% should be allocated as employee remuneration (of which the remuneration for basic-level employees should be no less than 10%) and no more than 3% as director and supervisor remuneration. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The recipients of shares and cash may include the employees of the Company's affiliated companies under certain conditions approved by the board of directors. The previous Articles stipulated that when there is profit before tax for the year, no less than 1% should be allocated as employee remuneration and no more than 3% as director remuneration. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. Employee compensation could be distributed by cash or shares. The recipients of shares and cash may include the employees of the Company's affiliated companies under certain conditions approved by the board of directors. Directors' remuneration should only be distributed in the form of cash.
In 2025 and 2024, the Company incurred net losses before tax, and thus, it was not required to appropriate any employee bonuses or director remuneration. Related information would be available at the Market Observation Post System.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(m) Non-operating income and expenses
- Interest income
The details of interest income were as follows:
| 2025 | 2024 | |
|---|---|---|
| Cash in Bank | $ 251 | 1,855 |
| Loans interest income | 23,344 | 16,464 |
| Interest income from corporate bonds | 7,017 | 3,905 |
| Other | 71 | 66 |
| $ 30,683 | 22,290 |
- Other gains and losses
The details of other gains and losses for the company were as follows:
| 2025 | 2024 | |
|---|---|---|
| Foreign exchange gain (loss) | ($ 15,376) | 5,224 |
| Loss on disposal of investments (Note 6(c)) | (124,285) | - |
| Gain on lease modification | 165 | - |
| Gain or loss on the valuation of financial assets (at fair value through profit or loss | 982) | 7,089 |
| Miscellaneous revenue (Note 7) | 3,567 | 4,122 |
| ($ 136,911) | 16,435 |
- Finance costs
The details of finance costs of the company were as follows:
| 2025 | 2024 | |
|---|---|---|
| Bank loans | $ 58,601 | 60,532 |
| Lease liabilities | 180 | 280 |
| Other financial expense | 10,004 | 12,070 |
| $ 68,785 | 72,882 |
(n) Financial instruments
- Credit risk
(1) Credit risk exposure
As of December 31, 2025 and 2024, the Company's exposure to the maximum credit risk were from providing financial guarantees or failing to execute
49
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
obligations by counterparty. The maximum credit risk exposure was as follows:
- The carrying amount of financial assets recognized in the balance sheet
(2) Credit risk concentration situation
The Company operates a real estate leasing business, and lease revenue is collected by either collecting rent in advance for the following month or by payment on the 1st of each month to reduce potential credit risk.
(3) Receivables of credit risk
Receivables of credit risk for credit risk exposure of notes and accounts receivables, please refer to (2).
Other financial assets at amortized cost included other receivables, other financial assets, etc.; please refer to Note 7 for details.
These are all low credit risk financial assets; therefore, the loss allowances for the period are measured based on 12-month expected credit loss amounts. (For the Company's criteria for determining low credit risk, please refer to Note 4(f)). No expected credit losses were recognized for the Year 2025 and 2024.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
- Liquidity risk
The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.
| Carrying amount | Contractual cash flows | Within 1 year | 1 to 5 years | Over 5 years | |
|---|---|---|---|---|---|
| December 31, 2025 | |||||
| Non-derivative financial liabilities | |||||
| Non-interest bearing liabilities | $ 984,011 | 984,011 | 984,011 | - | - |
| Floating rate instrument | 1,820,200 | 1,852,390 | 1,806,939 | 45,451 | - |
| Fixed rate instruments | 69,877 | 71,610 | 71,610 | - | - |
| Lease liabilities | 2,059 | 2,082 | 1,561 | 521 | - |
| $ 2,876,147 | 2,910,093 | 2,864,121 | 45,972 | - | |
| December 31, 2024 | |||||
| Non-derivative financial liabilities | |||||
| Non-interest bearing liabilities | $ 301,155 | 301,155 | 301,155 | - | - |
| Floating rate instrument | 2,011,700 | 2,064,140 | 1,961,047 | 103,093 | - |
| Fixed rate instruments | 349,560 | 355,200 | 355,200 | - | - |
| Lease liabilities | 11,648 | 12,027 | 4,015 | 8,012 | - |
| $ 2,674,063 | 2,732,522 | 2,621,417 | 111,105 | - |
The Group does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
- Currency risk
(1) Exposure to currency risk
The Group's significant exposure to foreign currency risk was as follows:
| 2025.12.31 | 2024.12.31 | |||||
|---|---|---|---|---|---|---|
| Currency | Exchange rate | NTD | Currency | Exchange rate | NTD | |
| Financial assets | ||||||
| Monetary items | ||||||
| USD | $ 229 | 31.430 | 7,197 | 234 | 32.785 | 7,672 |
| HKD | 1 | 4.038 | 4 | 10 | 4.222 | 42 |
| Financial liabilities | ||||||
| Monetary items | ||||||
| USD | 30,677 | 31.43 | 964,178 | 8,425 | 32.785 | 276,214 |
(2) Sensitivity analysis
The Company's exposure to currency risk primarily arises from exchange gains and losses on cash and cash equivalents, accounts receivable, other receivables, and other payables that are denominated in foreign currencies. As of December 31, 2025 and 2024, a strengthening (weakening) of 1% of the NTD against the USD and HKD would have decreased (increased) the Loss before income tax by $9,570 thousand and $2,685 thousand for The Year 2025 and 2024, respectively, with all other variables held constant.
The Company discloses the information on foreign exchange gain (loss) on monetary items by total amount. For the Year 2025 and 2024, foreign exchange gain (loss) (including realized and unrealized portions) amounted to $(15,376) thousand and $5,224 thousand, respectively.
- Interest rate analysis
The details of the Company's exposure to interest rate of financial assets and liabilities please refer to the note on liquidity risk management.
The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments at the reporting date. Regarding of liabilities with floating interest rates, the analysis is based on the assumption that the amount of liabilities outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 0.5%
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
when reporting to management internally, which also represents the Group management's assessment of the reasonably possible interest rate change.
If the interest rate had increased or decreased by 0.5%, the Company's loss before income tax for the Year 2025 and 2024 would have increased or decreased by $8,696 thousand and $9,817 thousand, mainly due to the Company's borrowings at variable rates and cash in bank.
- Other market price risk
The sensitivity analyses for the changes in the securities price at the reporting date were performed using the same basis for the profit and loss as illustrated below:
| 2025 | 2024 | |||
|---|---|---|---|---|
| Prices of securities at the reporting date | Comprehensive Income (Loss) (net of tax) | Profit (Loss) before tax | Comprehensive Income (Loss) (net of tax) | Profit (Loss) before tax |
| Increase 5% | $ - | 4,833 | - | 5,606 |
| Decrease 5% | $ - | ( 4,833) | - | ( 5,606) |
- Fair value of financial instruments
(1) Fair value hierarchy
The carrying amount and fair value of the Company's financial assets and liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and for equity investments that has no quoted prices in the active markets and whose fair value cannot be reliably measured, disclosure of fair value information is not required. The carrying amount and fair value of the Group's financial assets and liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and for equity investments that has no quoted prices in the active markets and whose fair value cannot be reliably measured, disclosure of fair value information is not required :
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
| 2025.12.31 | |||||
|---|---|---|---|---|---|
| Carrying amount | Fair value | ||||
| Level 1 | Level 2 | Level 3 | Total | ||
| Financial assets at fair value through profit or loss | |||||
| Domestic corporate bonds | $ 96,669 | - | - | 96,669 | 96,669 |
| 2024.12.31 | |||||
| --- | --- | --- | --- | --- | --- |
| Carrying amount | Fair value | ||||
| Level 1 | Level 2 | Level 3 | Total | ||
| Financial assets at fair value through profit or loss | |||||
| Foreign corporate bonds | $ 15,083 | - | 15,083 | - | 15,083 |
| Domestic corporate bonds | 97,038 | - | - | 97,038 | 97,038 |
| Total | $ 112,121 | - | 15,083 | 97,038 | 112,121 |
(2) Valuation techniques for financial instruments not measured at fair value
The Group's valuation techniques and assumptions used for financial instruments not measured at fair value are as follows:
(2.1) Financial assets measured at amortized cost and financial liabilities.
If there is quoted price generated by transactions, the recent transaction price and quoted price data is used as the basis for fair value measurement. However, if no quoted prices are available, the discounted cash flows are used to estimate fair values. The estimates and assumptions used in the valuation method involve estimating fair value based on the present value of discounted cash flows.
(3) Valuation techniques for financial instruments measured at fair value
(3.1) Non-derivative financial instruments
If quoted prices in active markets are available, the prices are established as fair values. Market prices published by major stock exchange and OIC market, where high volume of central government bonds are traded, are the foundation of fair value of debt instruments with quoted market price in an active market and listed equity instruments.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
A financial instrument is regarded as being quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm's length basis. If a financial instrument does not accord with the definition aforementioned, then it is considered to be without quoted price in active market. In general, market with low trading volume or high-ask spreads is an indication of non-active market.
If the Group's financial instruments are regarded as being quoted in an active market, the classification and nature of fair value are as follows:
- Stocks in listed companies, funds, and corporate bonds are financial assets with standard terms and conditions traded in active markets. The fair values are determined with reference to quoted market prices.
- The fair values of corporate bonds are measured based on public quoted market prices provided by third parties.
(3.2) non-derivative financial instruments (hybrid contract)
Debt instruments without public quotations are measured at fair value using the comparable company method, with the primary assumptions based on the estimated earnings before interest, taxes, depreciation and amortization of the investee companies and the earnings multiples derived from market quotations of comparable TWSE/TPEx-listed companies. The estimates have been adjusted to reflect a discount for the lack of marketability of the equity securities.
In addition, the conversion rights, redemption rights, and put options are valued using a valuation model widely accepted by market participants, specifically using the binomial tree valuation model.
(4) Transfers between Level 1 and Level 2: None.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(5) Reconciliation of Level 3 fair values
| Financial assets held for trading | |
|---|---|
| Measured at fair value through profit or loss - Investments in bond instruments that are not publicly quoted | |
| January 1, 2025 | $ 97,038 |
| In profit or loss, and including other gains and losses | ( 369) |
| December 31, 2025 | $ 96,669 |
| January 1, 2024 | $ - |
| Buy | 97,038 |
| December 31, 2024 | $ 97,038 |
For the total gains and losses that were included in "Other gains and losses," those related to assets still held as of December 31, 2025 and 2024, are as follows:
| 2025 | 2024 | |
|---|---|---|
| Total gains and losses recognized: | ||
| Recognized in profit or loss (presented under "Other Gains and Losses") | ($ 369) | - |
(6) Quantified information for significant unobservable inputs (Level 3) used in fair value measurement
The Company's fair value measurement is classified as Level 3 for embedded derivative financial instruments. The fair value measurement is classified as Level 3 with only a single significant unobservable input.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Quantified information for significant unobservable inputs is listed as follows:
| Item | Valuation technique | Significant unobservable inputs | Inter-relationship between significant unobservable inputs and fair value measurement |
|---|---|---|---|
| Financial assets at fair value through profit or loss - Domestic corporate bonds with no active market | Binomial tree convertible bond evaluation model | • Volatility (2025.12.31 and 2024.12.31 were 43.48% and 39.17%, respectively) | • The higher the volatility, the higher the public value. |
| Comparable to the Over-the-Counter Listed Company Law | • Lack of market liquidity and discount (2025.12.31 and 2024.12.31 were 24.98% and 25.43%, respectively) | • The higher the discount due to lack of market liquidity, the lower the public value. |
(7) Fair value measurements in Level 3 - sensitivity analysis of reasonably possible alternative assumptions
The Group's measurement on the fair value of financial instruments is deemed reasonable despite different valuation models or assumptions may lead to different results. For fair value measurements in Level 3, changing one or more of the assumptions would have the following effects on profit or loss:
| Inputs | Variation | Impacts of fair value change on net income or loss | ||
|---|---|---|---|---|
| Favourable | Unfavourable | |||
| December 31, 2025 | ||||
| Financial assets at fair value through profit or loss | ||||
| Investment in bond instruments without active market | Volatility | 5% | - | - |
| Liquidity discount | 5% | - | - | |
| December 31, 2024 | ||||
| Financial assets at fair value through profit or loss | ||||
| Investment in bond instruments without active market | Volatility | 5% | - | - |
| Liquidity discount | 5% | - | - |
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(English Translation of Financial Statements Originally Issued in Chinese) First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
The favourable and unfavourable change effects represent the change in fair value and fair value is based on a variety of unobservable inputs calculated using a valuation technique. The analysis above only reflects the effects of changes in a single input, and it does not include the interrelationships with another input.
(o) Financial risk management
- Summary
The risks to which the Company is exposed due to the use of financial instruments are as follows:
(1) Credit risk
(2) Liquidity risk
(3) Market risk
This note presents the Company's exposure information on the aforementioned risks, and the objectives, policies, and procedures for measuring and managing these risks. For further quantitative disclosures, please refer to the respective notes in the Notes to the Individual Financial Statements.
- Risk management framework
The company's financial management department provides services to each business, coordinating access to domestic and international financial markets. It manages the financial risk related to the company's operations by analyzing exposure based on the degree and extent of risk. The use of derivative financial instruments is governed by policies approved by the company's board of directors, and internal auditors continuously review compliance with the policies and exposure limits.
- Credit risk
Credit risk is the risk of financial loss that the Company may incur if a customer or counterparty to a financial instrument fails to meet its contractual obligations, primarily arising from the Company's accounts receivable from customers and securities investments.
(1) Trade receivables and other receivables
The Company operates a real estate leasing business, and lease revenue is collected by either collecting rent in advance for the following month or by payment on the 1st of each month to reduce potential credit risk.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Other receivables primarily consist of loans to subsidiaries, and their repayment situation is well-monitored; therefore, there is no significant credit exposure.
(2) Investment
The credit risk of cash in bank, fixed income investments, and other financial instruments is assessed and monitored by the Company's finance department. Due to the fact that the counterparties and contract-performing parties of the Company are creditworthy banks and financial institutions and corporate entities with an investment grade rating or above, there are no significant concerns regarding performance obligations and thus no significant credit risk.
(3) Guarantee
As of December 31, 2025 and 2024, the Company did not provide any endorsements or guarantees to companies other than its Subsidiaries. For details on the Company's endorsements and guarantees, please refer to Note 13.
- Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group supports its operations and mitigates the impact of cash flow fluctuations by managing and maintaining adequate levels of cash and cash equivalents. Management supervises the use of bank credit lines and compliance with loan covenants to ensure that the Company has sufficient liquidity to meet its obligations in both normal and stressed conditions, thereby avoiding unacceptable losses or damage to its reputation. As of December 31, 2025 and 2024, the unused borrowing amounts totaled $130,000 thousand and $400,000 thousand, respectively. Additionally, the Group also has vessels and assets such as shares of stock of listed companies domestically and internationally available for guarantees.
- Market risk
Market risk refers to the risk caused by market price variations, such as exchange rate, interest rate, and equity instrument price changes, which affect the Company's earnings or the value of financial instruments held. The objective of market risk management is to control the level of market risk exposure within an acceptable range and to optimize investment returns.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
To manage market risk, the Company may engage in derivative transactions, which may result in financial liabilities. All transactions are executed in accordance with the guidelines of the Risk Management Committee. Generally, the company uses hedge accounting to manage profit and loss fluctuations.
(1) Currency risk
The Company is exposed to currency risk arising from deposits and borrowings that are not denominated in the functional currency. The Company's functional currency is NTD, and the primary currencies for these transactions are USD and HKD.
Regarding other currency-denominated monetary assets and liabilities, when short-term imbalances occur, the Company buys or sells foreign currencies at spot exchange rates to ensure that net exposure remains at an acceptable level.
(2) Interest rate analysis
The Company's interest rate variation risk primarily arises from its borrowings and cash in bank. Borrowings with interest calculated on a floating rate basis will expose the Company to cash flow risk. However, the Company assesses that the level of interest rates in the business environment it operates in has remained relatively stable in recent years, which should not result in significant interest rate analysis.
(3) Other market price risk
Equity price risk is the risk arising from the equity instruments held by the Company, for effective utilization of funds, that are measured at fair value through profit and loss. The management of the Company adjusts the investment portfolio based on market indices. Significant investments in the investment portfolio are managed individually, and all trading decisions are approved according to the relevant approval procedures.
The main objective of the Company's investment strategy is to maximize investment returns; in this regard, both the Board of Directors and members of the Investing department possess financial expertise to make appropriate investment decisions. Therefore, the market risk of financial assets at fair value through profit or loss is under the control of management.
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(English Translation of Financial Statements Originally Issued in Chinese) First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(p) Capital Management
The objective of the Company's Capital Management is to ensure the ability to continue as a going concern, thereby continuing to provide returns to shareholders and benefits to other stakeholders, while maintaining an optimal capital structure to reduce the cost of capital.
To maintain or adjust the capital structure, the Company may adjust the dividends paid to shareholders, return capital to shareholders through capital reduction, issue new shares, or sell assets to repay liabilities.
The company manages its capital on the basis of a debt-to-capital ratio. This ratio is calculated as net debt divided by total capital. Net debt is the total amount of liabilities presented on the balance sheet minus cash and cash equivalents. Total capital is the entire composition of equity (i.e., capital stock, capital surplus, retained earnings, and other equity interest) plus net debt.
The Year 2025, the company's capital management strategy is consistent with The Year 2024, which is to maintain a certain debt-to-capital ratio to ensure financing at a reasonable cost.
The debt-to-equity ratio as of December 31, 2025 and 2024 is as follows:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Total liabilities | $ 3,170,162 | 2,969,870 |
| Less: Cash and cash equivalents | ( 71,600) | ( 48,380) |
| Net liabilities | $ 3,098,562 | 2,921,490 |
| Total equity | $ 7,364,475 | 9,020,341 |
| Adjusted capital | $ 10,463,037 | 11,941,831 |
| Debt-to-equity ratio | 30% | 24% |
(q) Investing and financing activities not affecting cash flow
The Group's investing and financing activities which have non-cash flow for the Year 2025 and 2024 were as follows:
- The amounts of lease liabilities decreased due to lease modifications were $6,163 thousand and zero, respectively.
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First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(7) Related-party transactions
(a) Names and relationship with related parties
During the periods covered by the individual financial statements, the subsidiaries of the company and other entities that have had transactions with the company are as follows:
| Name of related party | Relationship with the Group |
|---|---|
| Royal Sunway Development Co., Ltd. | Subsidiary of the Company |
| FIRST STEAMSHIP S.A. | // |
| FIRST MARINER HOLDING LTD. | // |
| FIRST MARINER CAPITAL LTD. | // |
| AHEAD CAPITAL LTD. | // |
| MARINER CAPITAL LTD. | // |
| ALLIANCE STEAMSHIP S.A. | // |
| ADVANTAGE STEAMSHIP S.A. | // |
| BEST STEAMSHIP S.A. | // |
| BLACK SEA STEAMSHIP S.A. | // |
| EXCELLENT STEAMSHIP INTERNATIONAL S.A. | // |
| GRAND STEAMSHIP S.A. | // |
| LONGEVITY NAVIGATION S.A. | // |
| MIGHTY STEAMSHIP CO., Ltd. | // |
| PRAISE MARITIME S.A. | // |
| RELIANCE STEAMSHIP S.A. | // |
| SHIP BULKER STEAMSHIP S.A. | // |
| SHINING STEAMSHIP INTERNATIONAL S.A. | // |
| SURE SUCCESS STEAMSHIP S.A. | // |
| Sandmartin International Holdings Ltd. | For other related parties |
| Da Yu Financial Holdings Ltd. | // |
| GRAND OCEAN RETAIL GROUP LTD. | For other related parties(Note) |
| PRO Brand Technology (Tw) Inc. (PBT) | A subsidiary of other related party for other related parties |
Note: Originally a Subsidiary, control over it was lost on December 30, 2025, and it became an Other related party. Please refer to Note 6(c).
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(English Translation of Financial Statements Originally Issued in Chinese) First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(b) Significant transactions with related parties
1. Account receivables-related parties
The amounts of account receivables by the Company to related parties were as follows:
| Account | Relationship | 2025.12.31 | 2024.12.31 |
|---|---|---|---|
| Other receivables | Royal Sunway Development Co., Ltd. (Note 1) | $ 6,730 | 3,955 |
| Subsidiary of the Company(Note 2) | 2,890 | 4,340 | |
| Subsidiary of other related party(Note 3) | 5,020 | - | |
| $ 14,640 | 8,295 |
Note 1: The nature is mainly interest receivable.
Note 2: The nature is mainly incidental payments made on behalf of the Subsidiary.
Note 3: The nature is mainly interest receivable from corporate bonds.
2. Payables to Related Parties
The payables to related parties were as follows:
| Account | Relationship | 2025.12.31 | 2024.12.31 |
|---|---|---|---|
| Other payables | Royal Sunway Development Co., Ltd. | $ 5,108 | - |
3. Loans to Related Parties
The actual usage of loans interest income by the Company to related parties was as follows:
| Account | Relationship | 2025.12.31 | 2024.12.31 |
|---|---|---|---|
| Other receivables | Royal Sunway Development Co., Ltd. | $ 630,000 | 688,000 |
Funds lent by the Company to related parties bear interest at annual rates ranging from 3.25% to 4.5%. All such loans are unsecured and, upon evaluation, no impairment loss is required to be recognized. The interest income recognized for The Year 2025 and 2024 was $23,345 thousand and $16,464 thousand, respectively. Risk compensation fees charged at 0.5% of the loan facility for 2025 and 2024 amounted to NT$3,390 thousand and NT$3,863 thousand, respectively, recognized under other gains and
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(English Translation of Financial Statements Originally Issued in Chinese) First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
losses.
- Borrowings from related parties
The amount of borrowings from related parties by the Company was as follows:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Subsidiary - FIRST STEAMSHIP S.A. | $ 964,180 | 276,214 |
The loans borrowed by the company from its subsidiary are interest-free and unsecured.
- Leases
The Year 2025 and 2024, the Company leased an office building to a subsidiary and other related party, signing one to two-year lease contracts with reference to rental rates in the neighboring areas. The security deposits received as of December 31, 2025 and 2024 were both $282 thousand. The rental income for The Year 2025 and 2024 was $1,593 thousand and $1,574 thousand, respectively.
- Guarantee
As of December 31, 2025 and 2024, the company provided guarantees for subsidiary bank loans, with outstanding endorsement balances of $4,520,412 thousand and $5,902,979 thousand, respectively, and actual utilized amounts of $1,934,598 thousand and $2,194,553 thousand, with property set as collateral amounting to $945,000 thousand. No guarantee fees were collected for The Year 2025 and 2024.
- Other
(1) The resolution of the Board of Directors was passed respectively on August 27, 2025, and January 17, 2024, the Group approved participate in the cash capital increase of Da Yu Financial Holdings Ltd. according to the ratio of shareholding, see Note 6(c) for details.
(2) In the Year 2024, the Company subscribed for private placement convertible bonds of PRO Brand Technology (TW) Inc. for $97,038 thousand (USD 3,000 thousand) and accounted for current financial assets at fair value through profit or loss. Interest income in the year 2025 amounted to $6,488 thousand.
(3) On October 16, 2024, the Company's board of directors resolved to proceed with the capital reduction of subsidiaries and refund stock payments. The capital reduction and refund details of each subsidiary are as follows:
64
(English Translation of Financial Statements Originally Issued in Chinese) First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
(4) The joint construction contracts signed by the Company and its Subsidiary; please refer to Note 9.
(c) Key management personnel compensation
Key management personnel compensation comprised:
| 2025 | 2024 | |
|---|---|---|
| Short-term employee benefits | $ 12,808 | 13,109 |
(8) Pledged assets
The carrying amount of pledged assets were as follows:
| Pledged assets | Object | 2025.12.31 | 2024.12.31 |
|---|---|---|---|
| Inventories | Bank loans and provision to the subsidiary | $ 520,948 | 519,760 |
| Bank loan guarantees | |||
| Other financial assets—current | Bank loans | 9,484 | - |
| Property, plant and equipment | Bank loans | 157,083 | 160,342 |
| Investment Property | Bank loans | 138,170 | 139,143 |
| Investments accounted for using equity method | Bank loans | 195,408 | 244,799 |
| $ 1,021,093 | 1,064,044 |
(9) Significant commitments and contingencies
(a) Unrecognized contractual commitments are as follows:
- The unrecognized contractual commitments of the Company were as follows:
| 2025.12.31 | 2024.12.31 | |
|---|---|---|
| Contracted | ||
| Sale of buildings and land | $ 509,280 | 186,610 |
| Received price | ||
| Sale of buildings and land | - | - |
- As of December 31, 2025 and 2024, for endorsements and guarantees provided by the Company for related parties, please refer to Note 7.
65
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
- The Group signed the joint construction contracts with other companies as follows:
| Item | Construction name |
|---|---|
| Joint construction and investment with allocation of buildings | Tucheng Yongfu (Note) |
(10) Losses Due to Major Disasters: None
(11) Significant Subsequent Events: None.
(12) Other
The employee benefit expenses, depreciation and amortization, categorized by function, were as follows:
| By function
By item | 2025 | | | 2024 | | |
| --- | --- | --- | --- | --- | --- | --- |
| | Cost of sales | Operating expense | Total | Cost of sales | Operating expense | Total |
| Employee Benefit Expenses | | | | | | |
| Salary | - | 49,311 | 49,311 | - | 54,297 | 54,297 |
| Health and labor insurance | - | 4,596 | 4,596 | - | 4,884 | 4,884 |
| Pension | - | 2,253 | 2,253 | - | 2,493 | 2,493 |
| Directors' remuneration | - | 4,320 | 4,320 | - | 4,320 | 4,320 |
| Others | - | 3,559 | 3,559 | - | 3,167 | 3,167 |
| Depreciation | 973 | 7,197 | 8,170 | 973 | 8,015 | 8,988 |
| Amortization expense | - | 595 | 595 | - | 778 | 778 |
The Company's additional information on the number of employees and Employee Benefit Expenses for the Year 2025 and 2024 is as follows:
| 2025 | 2024 | |
|---|---|---|
| Number of employees | 47 | 50 |
| Number of directors not concurrently serving as employees | 4 | 4 |
| Average Employee Benefit Expenses | $ 1,389 | 1,410 |
| Average Employee Salary | $ 1,147 | 1,180 |
| Adjustment of Average Employee Salary | ( 2.80%) | |
| Supervisors' remuneration | $ - | - |
66
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
The Company's compensation policy (including directors, managers, and employees) is as follows:
The compensation policy for the Company's directors and managers is that regardless of the company's profit or loss, the company may provide compensation when directors and managers perform their duties. The compensation is authorized by the board of directors and determined based on their level of participation in the company's operations and their value of contribution, with reference to the usual industry standards. However, independent directors are not allowed to participate in the distribution of remuneration as stipulated in Article 31 of the company's articles of incorporation.
The company's employee compensation policy is to conduct annual evaluations based on performance review forms, which serve as the basis for determining salaries, bonuses, annual salary adjustments, or promotions. Employee compensation is clearly stipulated in Article 31 of the company's Articles of Incorporation.
(13) Other disclosures
(a) Information on significant transactions:
- Loans to other parties: Table 1
- Guarantees and endorsements for other parties: Table 2
- Major securities held at the end of the period (excluding investment in subsidiaries, other related party, and joint ventures): Please refer to Table 3.
- Related-party transactions for purchases and sales with amounts exceeding the lower of $100 million or 20% of the capital stock: None
- Receivables from related parties with amounts exceeding the lower of $100 million or 20% of the capital stock: Table 4.
(b) Information on investees: Please refer to Table 5.
(c) Information on investment in mainland China: Table 6.
(14) Segment information:
Please refer to the consolidated financial statements for the year ended December 31, 2025.
67
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Table 1 Loans to Other Parties
December 31, 2025
| Number | The company lending funds | Borrowing party | Accounts | Whether it is a related party | Maximum balance during the period | Balance on December 31 | Actual expenditure balance during the period | Range of interest rates | Nature of lending | Amount of business transactions | Reasons for the necessity of short-term financing | Provision for loss allowance amount | Collateral | Loan limit for individual borrowing parties | Total loan limit | Note | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Value | ||||||||||||||||
| 0 | First Steamship Co., Ltd. | Royal Sunway Development Co., Ltd. | Other receivables - related parties | Y | 750,000 | 650,000 | 630,000 | 4.50% | 2 | - | Operating turnover | - | Promissory note | 650,000 | 2,945,790 | 2,945,790 | |
| 1 | Royal Sunway Development Co., Ltd. | Jiawang Assets Development Co., Ltd. | Other receivables - related parties | Y | 16,200 | 16,200 | 16,200 | 6.00% | 2 | - | Operating turnover | - | Promissory note | 16,200 | 73,305 | 73,305 | |
| 2 | First Steamship S. A. | Ahead Capital Ltd. | Other receivables - related parties | Y | 691,460 | 691,460 | 637,632 | 0.00% | 2 | - | Operating turnover | - | - | - | 7,594,881 | 7,594,881 | |
| 2 | First Steamship S. A. | Media Assets Global Ltd. | Other receivables - related parties | Y | 377,160 | 377,160 | 352,047 | 0.00% | 2 | - | Operating turnover | - | - | - | 7,594,881 | 7,594,881 | |
| 2 | First Steamship S. A. | First Steamship Co., Ltd. | Other receivables - related parties | Y | 1,100,050 | 1,100,050 | 964,180 | 0.00% | 2 | - | Operating turnover | - | - | - | 7,594,881 | 7,594,881 | |
| 2 | First Steamship S. A. | Grand Ocean Retail Group Ltd. | Other receivables - related parties | Y | 597,170 | 597,170 | 565,740 | 4.01%-5.5% | 2 | - | Operating turnover | - | Promissory note | 597,170 | 1,012,651 | 1,012,651 | |
| 2 | First Steamship S. A. | Mariner Finance Ltd. | Other receivables - related parties | Y | 411,733 | 348,873 | 320,586 | 0.00% | 2 | - | Operating turnover | - | - | - | 7,594,881 | 7,594,881 | |
| 3 | Nature Sources Ltd. | First Steamship S.A. | Other receivables - related parties | Y | 282,870 | 282,870 | 282,556 | 0.00% | 2 | - | Operating turnover | - | - | - | 847,557 | 847,557 | |
| 4 | Heritage Riches Ltd. | First Steamship S.A. | Other receivables - related parties | Y | 31,430 | 31,430 | 22,315 | 0.00% | 2 | - | Operating turnover | - | - | - | 93,906 | 93,906 |
Note 1: The maximum balance in NTD accumulated through the current month is calculated based on the exchange rate at the end of the current month multiplied by the highest outstanding foreign-currency loan balance.
Note 2: Pursuant to the Procedures for Loan to Other Parties of Steamship Co., Ltd., the total amount of funds lent and the amount lent to any single enterprise are each limited to 40% of the net worth as reported in the company's most recent financial statements.
Note 3: Pursuant to the Procedures for Loans to Other Parties of First Steamship S.A. and its subsidiaries, the total amount of funds lent and the amount lent to any single enterprise are each limited to 40% of the net worth as reported in the company's most recent financial statements. For loans between non-R.O.C. companies in which First Steamship Co., Ltd. and First Steamship S.A. directly or indirectly hold 100% of the voting shares, or for loans extended by such non-R.O.C. companies to First Steamship Co., Ltd., the total amount of funds lent shall not exceed 3 times the net worth as reported in the most recent financial statements of the lending company.
Note 4: Pursuant to the Procedures for Loans to Other Parties of Royal Sunway Development Co., Ltd., both the aggregate amount of funds lent and the amount lent to any single enterprise shall not exceed 40% of the net worth as reported in the most recent financial statements of that company.
68
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Table 2 Guarantees and Endorsements for Other Parties
December 31, 2025
Expressed in Thousands of New Taiwan Dollars
| Number | Endorsing/guaranteeing company endorsee | The party for whom the endorsement guarantee is provided | Limit of endorsements / guarantees for a single enterprise | Maximum balance of endorsement guarantees during the period | Balance of endorsements/guarantees at end of period | Amount actually used | The amount of endorsements/guarantees secured by property | The ratio of the accumulated amount of endorsements/guarantees to the net worth in the most recent financial statements | Maximum limit of endorsements/guarantees | Endorsements/guarantees by the parent company for the subsidiary | Endorsements/guarantees by the subsidiary for the parent company | Endorsements/guarantees for Mainland China | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Company Name | Relationship | ||||||||||||
| 0 | The Company | Alliance Steamship S.A. | 2 | 22,093,425 | 628,600 | - | - | - | 0.00% | 22,093,425 | Y | N | N |
| 0 | The Company | Reliance Steamship S.A. | 2 | 22,093,425 | 220,010 | 220,010 | 50,288 | - | 2.99% | 22,093,425 | Y | N | N |
| 0 | The Company | Grand Steamship S.A. | 2 | 22,093,425 | 127,574 | 127,574 | 27,337 | - | 1.73% | 22,093,425 | Y | N | N |
| 0 | The Company | Longevity Navigation S.A. | 2 | 22,093,425 | 135,149 | 135,149 | 94,604 | - | 1.84% | 22,093,425 | Y | N | N |
| 0 | The Company | Praise Maritime S.A. | 2 | 22,093,425 | 779,464 | 779,464 | 45,099 | - | 10.58% | 22,093,425 | Y | N | N |
| 0 | The Company | Sure Success Steamship S.A. | 2 | 22,093,425 | 78,575 | 78,575 | 54,566 | - | 1.07% | 22,093,425 | Y | N | N |
| 0 | The Company | Mariner Finance Ltd. | 2 | 22,093,425 | 62,860 | - | - | - | 0.00% | 22,093,425 | Y | N | Y |
| 0 | The Company | First Steamship S.A. | 2 | 22,093,425 | 233,318 | 233,318 | 233,318 | - | 3.17% | 22,093,425 | Y | N | N |
| 0 | The Company | Shining Steamship International S.A. | 2 | 22,093,425 | 717,233 | 717,233 | 477,616 | - | 9.74% | 22,093,425 | Y | N | N |
| 0 | The Company | Best Steamship S.A. | 2 | 22,093,425 | 282,871 | 282,871 | 75,583 | - | 3.84% | 22,093,425 | Y | N | N |
| 0 | The Company | Excellent Steamship International S.A. | 2 | 22,093,425 | 710,318 | 710,318 | 508,568 | - | 9.65% | 22,093,425 | Y | N | N |
| 0 | The Company | Royal Sunway Development Co., Ltd. | 2 | 22,093,425 | 1,235,900 | 1,235,900 | 367,619 | 945,000 | 16.78% | 22,093,425 | Y | N | N |
| 0 | The Company | Grand Ocean Retail Group Ltd. | 2 | 22,093,425 | 251,440 | - | - | - | 0.00% | 22,093,425 | Y | N | N |
| 1 | First Steamship S.A. | Alliance Steamship S.A. | 4 | 12,658,135 | 628,600 | - | - | - | 0.00% | 12,658,135 | N | N | N |
| 1 | First Steamship S.A. | Reliance Steamship S.A. | 4 | 12,658,135 | 220,010 | 220,010 | 50,288 | - | 8.69% | 12,658,135 | N | N | N |
| 2 | Royal Sunway Development Co., Ltd. | Honor Construction Co., Ltd. | 5 | 1,832,625 | 426,500 | 426,500 | 88,090 | - | 232.73% | 3,665,249 | N | N | N |
Note 1: The maximum balance in NTD accumulated through the current month is calculated by multiplying the exchange rate evaluated at the end of the current month by the maximum outstanding balance of endorsements and guarantees in foreign currency.
Note 2: The description of the numbering column is as follows:
• The Company is assigned 0.
• Investee companies are numbered sequentially in Arabic numerals starting from 1, by company; the same company shall be assigned the same code.
Note 3: There are 7 types of relationships between the endorser/guarantor and the endorsee/guarantee beneficiary; indicate the applicable type only:
(1) Companies with business dealings.
(2) Companies where the company directly and indirectly holds more than 50% of the voting shares
(3) Companies directly and indirectly holding more than 50% of the voting shares in a company.
(4) Among companies where the Company directly and indirectly holds more than 90% of the voting shares.
(5) Companies that mutually guarantee each other based on contractual agreements and are involved as peers or joint builders due to engineering contract needs.
(6) Companies for which all contributing shareholders provide an endorsement guarantee based on their shareholding ratio due to the investment relationship.
(7) Joint and several guarantee of performance among companies in the same industry engaged in pre-sale housing sales contracts governed by the Consumer Protection Act.
69
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Note 4: Pursuant to the Company's operational procedures for endorsements/guarantees, the total amount of endorsements/guarantees and the amount for a single enterprise is limited to three times the shareholders' equity in the Company's most recent financial statement.
Note 5: Pursuant to the operational procedures for endorsements/guarantees by First Steamship S.A. and its subsidiaries, the total amount of endorsements/guarantees and the amount for a single enterprise is limited to five times the net value in the company's most recent financial statement.
Note 6: Pursuant to the operational procedures for endorsements/guarantees by Royal Sunway Development Co., Ltd., the total amount of endorsements/guarantees is limited to twenty times the net value in the Company's most recent financial statement, and the amount for a single enterprise is limited to ten times the net value in the company's most recent financial statement.
Note 7: The Company has collected a promissory note amounting to NT$290,900 thousand as collateral for the guarantee from Royal Sunway Development Co., Ltd.
70
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Table 3 Major Securities Held at the End of the Period (Excluding Investment in Subsidiaries, Other Related Party, and Joint Ventures) December 31, 2025
Expressed in Thousands of New Taiwan Dollars
| Companies held | Types and name of securities | Relationship with the securities issuer | Account | at the end of the period | Note | |||
|---|---|---|---|---|---|---|---|---|
| Number of shares (units) | Carrying amount | Percentage | Fair Value | |||||
| First Steamship Co., Ltd. | PRO Brand Technology (TW) Inc. (PBT) unsecured convertible bonds | A subsidiary of other related party | Financial assets measured at fair value through profit or loss - current | 3 | 96,669 | - | 96,669 | |
| Ahead Capital Ltd. | Shares of Wanjia Group | - | Financial assets measured at fair value through profit or loss - current | 1,772,000 | 715 | 0.32% | 715 | |
| Ahead Capital Ltd. | Shares of Tian An Australia Ltd. | - | Financial assets measured at fair value through profit or loss - current | 1,513,412 | 11,121 | 1.75% | 11,121 | |
| Media Assets Global Ltd. | Shares of Tian An Australia Ltd. | - | Financial assets measured at fair value through profit or loss - current | 12,763 | 94 | 0.01% | 94 | |
| Heritage Riches Ltd. | Shares of Tian An Australia Ltd. | - | Financial assets measured at fair value through profit or loss - current | 1,225,653 | 9,007 | 1.42% | 9,007 |
71
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Table 4 Receivables from Related Parties with Amounts Exceeding $100 Million or 20% of the Capital Stock
December 31, 2025
Expressed in Thousands of New Taiwan Dollars
| Companies with balances recognized under accounts receivable | Name of transaction counterparty | Relationship | Account receivables-related parties balance | Turnover rate | Overdue account receivables from related parties | Amount of accounts receivable from related parties subsequently collected | Provision for loss allowance amount | |
|---|---|---|---|---|---|---|---|---|
| Amount | Processing method | |||||||
| The Company | Royal Sunway Development Co., Ltd. | Subsidiary with 55% shareholdings | 636,730 | - | - | - | - | - |
| First Steamship S.A. | The Company | Parent company | 964,180 | - | - | - | - | - |
| First Steamship S.A. | Ahead Capital Ltd. | Subsidiary with 100% shareholdings | 637,632 | - | - | - | - | - |
| First Steamship S.A. | Media Assets Global Ltd. | Subsidiary with 100% shareholdings | 352,047 | - | - | - | - | - |
| First Steamship S.A. | Grand Ocean Retail Group Ltd. | Other related party | 615,793 | - | - | - | - | - |
| First Steamship S.A. | Mariner Finance Ltd. | The same ultimate parent company | 326,951 | - | - | - | - | - |
| Nature Sources Ltd. | First Steamship S.A. | Parent company | 282,556 | - | - | - | - | - |
| Mariner Finance Ltd. | Zhuke Technology (Zhuke Group) | Other related party | 306,078 | - | - | - | - | 360,078 |
| Mariner Finance Ltd. | Hainan Sanhe Licheng Business Service Co., Ltd. | Other related party | 153,080 | - | - | - | - | 151,077 |
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Table 5 Information on Investees (Excluding Investee Companies in Mainland China)
December 31, 2025
Expressed in Thousands of New Taiwan Dollars
| Name of Investor | Name of investee company | Location | Main business activities | Original investment amount | at the end of the period held | Profit (Loss) of the Invested Company for the Current Period | Investment profit (loss) recognized by The Company | Note | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| At the end of the period | At the end of last year | Number of shares | Ratio | Carrying amount | |||||||
| The Company | Royal Sunway Development Co., Ltd. | Taiwan | Real estate development, rental and leasing of building | 165,000 | 165,000 | 16,500,000 | 55.00% | 100,794 | (39,457) | (21,702) | Subsidiary |
| The Company | First Steamship S.A. | Panama | Investment holding company, International transportation and shipping agency | 1,866,942 | 1,866,942 | 594 | 100.00% | 2,531,627 | (1,067,813) | (1,067,813) | Subsidiary |
| The Company | First Mariner Holding Ltd. | British Virgin Islands | Investment holding company | 1,549,499 | 1,549,499 | 49,300,000 | 100.00% | (283,493) | (3,619) | (3,619) | Subsidiary |
| The Company | Alliance Steamship S.A. | Panama | Domestic and international marine transportation | 377,160 | 377,160 | 120,000 | 100.00% | 418,665 | (4,690) | (4,690) | Subsidiary |
| The Company | Advantage Steamship Co., Ltd. | Liberia | Domestic and international marine transportation | - | - | - | 100.00% | (38) | (19) | (19) | Subsidiary (Note 4) |
| The Company | Best Steamship S.A. | Panama | Domestic and international marine transportation | 534,310 | 534,310 | 170,000 | 100.00% | 519,356 | (14,767) | (14,767) | Subsidiary |
| The Company | Black Sea Steamship S.A. | Panama | Domestic and international marine transportation | 345,730 | 345,730 | 110,000 | 100.00% | 304,837 | (15,658) | (15,658) | Subsidiary |
| The Company | Excellent Steamship International S.A. | Panama | Domestic and international marine transportation | 282,870 | 282,870 | 90,000 | 100.00% | 370,667 | 30,017 | 30,017 | Subsidiary |
| The Company | Grand Steamship S.A. | Panama | Domestic and international marine transportation | 502,880 | 502,880 | 160,000 | 100.00% | 565,596 | (18,578) | (18,578) | Subsidiary |
| The Company | Longevity Navigation S.A. | Panama | Domestic and international marine transportation | 424,305 | 424,305 | 135,000 | 100.00% | 489,615 | 28,244 | 28,244 | Subsidiary |
| The Company | Mighty Steamship Co., Ltd. | Liberia | Domestic and international marine transportation | - | - | - | 100.00% | (38) | (19) | (19) | Subsidiary (Note 4) |
| The Company | Praise Maritime S.A. | Panama | Domestic and international marine transportation | 581,455 | 581,455 | 185,000 | 100.00% | 697,811 | 37,782 | 37,782 | Subsidiary |
| The Company | Reliance Steamship S.A. | Panama | Domestic and international marine transportation | 377,160 | 377,160 | 120,000 | 100.00% | 418,785 | (413) | (413) | Subsidiary |
| The Company | Ship Bulker Steamship S.A. | Panama | Domestic and international marine transportation | 377,160 | 377,160 | 120,000 | 100.00% | 369,779 | (18,257) | (18,257) | Subsidiary |
| The Company | Shining Steamship International S.A. | Panama | Domestic and international marine transportation | 301,728 | 301,728 | 96,000 | 100.00% | 372,680 | 35,583 | 35,583 | Subsidiary |
| The Company | Sure Success Steamship S.A. | Panama | Domestic and international marine transportation | 449,449 | 449,449 | 143,000 | 100.00% | 587,258 | 12,050 | 12,050 | Subsidiary |
| The Company | Grand Ocean Retail Group Ltd. | Cayman Islands | Investment holding company | 434,544 | 814,024 | 10,437,000 | 5.34% | 203,947 | (890,325) | (89,032) | Other related party (Note 3) |
| The Company | Da Yu Financial Holdings Ltd. | Hong Kong | Corporate financing advisory services and asset management services. | 597,890 | 440,763 | 994,980,000 | 29.11% | 898,880 | 155,508 | 45,268 | Other related party |
| The Company | Sandmartin International Holdings Ltd. | Hong Kong | Media and entertainment platform-related industry | 258,475 | 258,475 | 473,869,283 | 38.52% | 0 | 0 | 0 | Other related party |
73
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
| Name of Investor | Name of investee company | Location | Main business activities | Original investment amount | at the end of the period held | Profit (Loss) of the Invested Company for the Current Period | Investment profit (loss) recognized by The Company | Note | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| At the end of the period | At the end of last year | Number of shares | Ratio | Carrying amount | |||||||
| Royal Sunway Development Co., Ltd. | Jiawang Assets Development Co., Ltd. | Taiwan | Real estate trading and leasing | 9,800 | 9,800 | 980,000 | 49.00% | 20,864 | 24,805 | 12,154 | Other related party |
| Ahead Capital Ltd. | Grand Ocean Retail Group Ltd. | Cayman Islands | Investment holding company | 0 | 455,735 | - | 0.00% | 0 | (890,325) | Note 1 | Other related party |
| First Steamship S.A. | Grand Ocean Retail Group Ltd. | Cayman Islands | Investment holding company | 1,302,817 | 2,577,260 | 46,284,000 | 23.67% | 904,011 | (890,325) | Note 1 | Other related party |
| First Steamship S.A. | Ahead Capital Ltd. | British Virgin Islands | Investment holding company | 487,165 | 487,165 | 1,550 | 100.00% | (621,917) | (34,658) | Note 1 | Grandchild subsidiary |
| First Steamship S.A. | Heritage Riches Ltd. | British Virgin Islands | Investment holding company | 314 | 314 | 5 | 100.00% | 31,302 | 4,157 | Note 1 | Grandchild subsidiary |
| First Steamship S.A. | Media Assets Global Ltd. | British Virgin Islands | Investment holding company | 157,150 | 157,150 | 50,000 | 100.00% | (352,036) | (80) | Note 1 | Grandchild subsidiary |
| First Steamship S.A. | Nature Sources Ltd. | Hong Kong | Investment holding company | 264,955 | 264,955 | 8,430,000 | 100.00% | 282,519 | (248) | Note 1 | Grandchild subsidiary |
| First Mariner Holding Ltd. | First Mariner Capital Ltd. | British Virgin Islands | Investment holding company | 1,034,676 | 1,034,676 | 32,920,000 | 100.00% | (289,308) | (3,168) | Note 1 | Grandchild subsidiary |
| First Mariner Holding Ltd. | Mariner Far East Ltd. | Hong Kong | Investment holding company | 119,434 | 119,434 | 3,800,000 | 100.00% | 4,103 | (185) | Note 1 | Grandchild subsidiary |
| First Mariner Capital Ltd. | Mariner Capital Ltd. | Hong Kong | Investment holding company | 880,354 | 880,354 | 28,010,000 | 100.00% | (290,256) | (3,078) | Note 1 | Grandchild subsidiary |
Note 1: Disclosure may be exempted in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" of the Republic of China.
Note 2: The Amounts in this table are expressed in terms of the spot exchange rate on the financial reporting date and the average exchange rate for the period.
Note 3: First Steamship Co., Ltd. pledged 10,000,000 shares as collateral.
Note 4: The actual capital injection has not yet been made.
74
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd. Notes to the Individual Financial Statements (Continued)
Table 6 Information on Investment in Mainland China
December 31, 2025
- Information on investees in mainland China businesses
(Expressed in Thousands of New Taiwan Dollars)
| Name of investee company in Mainland China | Main business activities | Paid-in capital | Investment method (Note 1) | Accumulated investment amount remitted from Taiwan at the beginning of this period | Investment amount remitted or received during this period. | Accumulated investment amount remitted from Taiwan at the end of this period. | Profit (Loss) of the Invested Company for the Current Period | The percentage of direct or indirect investments held by the Company | Investment profit (loss) recognized for the current period | Carrying amounts of investment at the end of the period | Investment income remitted back up to the current period. | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted | Received | ||||||||||||||
| Beijing Shouhai International Economic and Technical Consulting Service Co., Ltd. | Provide personnel technical support and training for vessel operations, supply and repair of vessel spare parts and objects, and offer business consulting and technical services. | - | - | - | (1) | 5,126 | (USD 163) | - | - | 5,126 | - | - | - | - | - |
| Mariner Finance Ltd. (Note 3) | Automobile finance leasing company businesses | 840,667 | (USD 26,747) | - | (1) | 840,667 | (USD 26,747) | - | - | 840,667 | (2,805) | 100.00% | (2,805) | (288,681) | - |
| Shanghai Youxin Car Leasing Ltd. | Car leasing | 22,358 | (CNY 5,000) | (Note 5) | (1) | (Note 6) | - | - | - | (4,318) | 100.00% | (4,318) | (59,540) | - | |
| Wuhan Youxin Car Leasing Ltd. | Car leasing | 4,472 | (CNY 1,000) | (Note 5) | (1) | (Note 6) | - | - | - | - | 100.00% | - | (6,394) | - | |
| Chongqing Youren Car Leasing Ltd. | Car leasing | 4,472 | (CNY 1,000) | (Note 5) | (1) | (Note 6) | - | - | - | - | 100.00% | - | (11,283) | - | |
| Fuzhou Youli Car Leasing Ltd. | Car leasing | 4,472 | (CNY 1,000) | (Note 5) | (1) | (Note 6) | - | - | - | (1) | 100.00% | (1) | (360) | - | |
| Qingdao Youcheng Car Leasing Ltd. | Car leasing | 8,943 | (CNY 2,000) | (Note 5) | (1) | (Note 6) | - | - | - | - | 100.00% | - | (13,673) | - | |
| Dongguan Youcheng Car Leasing Ltd. | Car leasing | 4,472 | (CNY 1,000) | (Note 5) | (1) | (Note 6) | - | - | - | - | 100.00% | - | (4,807) | - | |
| Guangzhou Youqiang Car Leasing Ltd. | Car leasing | 4,472 | (CNY 1,000) | (Note 5) | (1) | (Note 6) | - | - | - | - | 100.00% | - | (1,307) | - | |
| Changsha Youli Car Service Ltd. | Car leasing | 4,472 | (CNY 1,000) | (Note 5) | (1) | (Note 6) | - | - | - | (1) | 100.00% | (1) | (1,579) | - | |
| Xian Youcheng Car Service Ltd. | Car leasing | 4,472 | (CNY 1,000) | (Note 5) | (1) | (Note 6) | - | - | - | - | 100.00% | - | (3,821) | - | |
| Chengdu Youcheng Car Leasing Ltd. | Car leasing | 4,472 | (CNY 1,000) | (Note 5) | (1) | (Note 6) | - | - | - | - | 100.00% | - | (286) | - | |
| Lianyungang Youren Car Service Ltd. | Car leasing | 4,472 | (CNY 1,000) | (Note 5) | (1) | (Note 6) | - | - | - | - | 100.00% | - | (1,052) | - | |
| Jinan Youli Car Leasing Ltd. | Car leasing | 22,358 | (CNY 5,000) | (Note 5) | (1) | (Note 6) | - | - | - | - | 100.00% | - | (4,651) | - | |
| Urumqi Taroko Car Rental Co., Ltd. | Car leasing | 8,943 | (CNY 2,000) | (Note 5) | (1) | (Note 6) | - | - | - | (4) | 100.00% | (4) | (6,761) | - | |
| Hainan Sanhe Licheng Business Service Co., Ltd. | Tourist car rental | 22,358 | (CNY 5,000) | - | (1) | (Note 6) | - | - | - | - | 50.00% | - | - | - | |
| Hainan Sanhe Licheng Business Service Co., Ltd. | Tourist car rental | 89,432 | (CNY 20,000) | - | (1) | (Note 6) | - | - | - | - | 55.00% | - | - | - |
- Investment limit for reinvestment in Mainland China
| Cumulative amount of investment funds remitted from Taiwan to Mainland China as of the end of the current period | Investment amount approved by the Investment Commission, Ministry of Economic Affairs | Investment limit for Mainland China as stipulated by the Investment Commission, Ministry of Economic Affairs |
|---|---|---|
| 845,793 | 3,821,313 | 4,468,166 |
| USD 26,910 | USD 121,582 | (Note 3) |
Note 1: The investment was made through reinvestment in an existing third-region company, which in turn invested in a Mainland China company.
Note 2: Limit calculation: consolidated net equity for the current period $\times 60\% = \mathrm{NTD}7,446,943$ thousand $\times 60\% = \mathrm{NTD}4,468,166$ thousand
Note 3: Investment gains and losses are recognized based on financial statements audited by an international accounting firm affiliated with a certified public accounting firm in the Republic of China.
Note 4: The Amounts in this table are expressed in terms of the spot exchange rate on the financial reporting date and the average exchange rate for the period.
Note 5: The capital verification has not yet been conducted.
Note 6: Remitted through the subsidiary, Mariner Finance Ltd.
3. Significant Transactions: For the period from January 1, 2025, to December 31, 2025, significant transactions directly or indirectly with the Mainland invested companies (eliminated when preparing the consolidated report), please refer to the "Information on significant transactions" note.
75
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd.
Details of Changes in Investments Accounted for Using Equity Method
From January 1 to December 31, 2025
Expressed in Thousands of New Taiwan Dollars
| Name of investee company | Balance on January 1 | Increase during the period | Decrease during the period | Balance on December 31 | Market value or net equity | Provision of Guarantees or Pledges | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares | Amount | Number of shares | Amount | Number of shares | Amount | Number of shares | Percentage | Amount | Unit price (NT dollars) | Total price | ||
| Evaluation using the equity method: | ||||||||||||
| FIRST STEAMSHIP S.A. | 594 | $ 3,656,734 | - | 491,339 | - | ( 1,616,446 ) | 594 | 100.00 | 2,531,627 | 4,261,998.32 | 2,531,627 | - |
| Alliance Steamship S.A. | 120,000 | 441,651 | - | - | - | ( 22,986 ) | 120,000 | 100.00 | 418,665 | 3,488.88 | 418,665 | - |
| Advantage Steamship Co., Ltd. | - | ( 20 ) | - | 1 | - | ( 19 ) | - | - | ( 38) | - | - | - |
| Best Steamship S.A. | 170,000 | 557,290 | - | - | - | ( 37,934 ) | 170,000 | 100.00 | 519,356 | 3,055.04 | 519,356 | - |
| Black Sea Steamship S.A. | 110,000 | 334,460 | - | - | - | ( 29,623 ) | 110,000 | 100.00 | 304,837 | 2,771.25 | 304,837 | - |
| Excellent Steamship International S.A. | 90,000 | 355,052 | - | 30,017 | - | ( 14,402 ) | 90,000 | 100.00 | 370,667 | 4,118.52 | 370,667 | - |
| Grand Steamship S.A. | 160,000 | 609,535 | - | - | - | ( 43,939 ) | 160,000 | 100.00 | 565,596 | 3,534.98 | 565,596 | - |
| Longevity Navigation S.A. | 135,000 | 480,994 | - | 28,244 | - | ( 19,623 ) | 135,000 | 100.00 | 489,615 | 3,626.78 | 489,615 | - |
| Mighty Steamship Co., Ltd. | - | ( 20 ) | - | 1 | - | ( 19 ) | - | - | ( 38) | - | - | - |
| Praise Maritime S.A. | 185,000 | 688,127 | - | 37,782 | - | ( 28,098 ) | 185,000 | 100.00 | 697,811 | 3,775.50 | 697,811 | - |
| Reliance Steamship S.A. | 120,000 | 437,274 | - | - | - | ( 18,489 ) | 120,000 | 100.00 | 418,785 | 3,489.88 | 418,785 | - |
| Ship Bulker Steamship S.A. | 120,000 | 404,938 | - | - | - | ( 35,159 ) | 120,000 | 100.00 | 369,779 | 3,081.49 | 369,779 | - |
| Shining Steamship International S.A. | 96,000 | 351,293 | - | 35,583 | - | ( 14,196 ) | 96,000 | 100.00 | 372,680 | 3,882.08 | 372,680 | - |
| Sure Success Steamship S.A. | 143,000 | 599,892 | - | 12,050 | - | ( 24,684 ) | 143,000 | 100.00 | 587,258 | 4,106.70 | 587,258 | - |
| GRAND OCEAN RETAIL GROUP LTD. | 19,552,000 | 478,631 | - | 145,604 | ( 9,115,000 ) | ( 420,288 ) | 10,437,000 | 5.34 | 203,947 | 5.58 | 58,238 | 10,000 thousand shares |
| Royal Sunway Development Co., Ltd. | 16,500,000 | 122,496 | - | - | - | ( 21,702 ) | 16,500,000 | 55.00 | 100,794 | 6.11 | 100,794 | - |
| Da Yu Financial Holdings Ltd. | 663,320,000 | 738,250 | 331,660,000 | 202,395 | - | ( 41,765 ) | 994,980,000 | 29.11 | 898,880 | 0.41 | 409,808 | - |
| Sandmartin International Holdings Ltd. | 473,869,283 | - | - | - | - | - | 473,869,283 | 38.52 | - | 0.28 | 133,944 | |
| Total | $ 10,256,577 | 983,016 | ( 2,389,372 ) | 8,850,221 | ||||||||
| Investment accounted for using the equity method - credit balance: | ||||||||||||
| FIRST MARINER HOLDING LTD. | 49,300,000 | ($ 285,215 ) | - | 1,722 | - | - | 49,300,000 | 100.00 | ( 283,493 ) | 5.75 | ( 283,493 ) | - |
76
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd.
Details of Changes in Investments Accounted for Using Equity Method (Continued)
From January 1 to December 31, 2025
Expressed in Thousands of New Taiwan Dollars
The details of increases and decreases in long-term investments accounted for using the equity method for the current period are as follows:
| Name of investee company | Investment profit (loss) recognized using the equity method | Accumulated translation adjustments | Retained earnings | Capital surplus | Acquired during the period. | Disposals during the period. | Cash dividends | Deemed as sale (loss on disposal of investments) | Total |
|---|---|---|---|---|---|---|---|---|---|
| FIRST STEAMSHIP S.A. | ($ 1,067,813) | 491,339 | ( 68,153) | ( 480,480) | - | - | - | - | ( 1,125,107) |
| Alliance Steamship S.A. | ( 4,690) | ( 18,296) | - | - | - | - | - | - | ( 22,986) |
| Advantage Steamship Co., Ltd. | ( 19) | 1 | - | - | - | - | - | - | ( 18) |
| Best Steamship S.A. | ( 14,767) | ( 23,167) | - | - | - | - | - | - | ( 37,934) |
| Black Sea Steamship S.A. | ( 15,658) | ( 13,965) | - | - | - | - | - | - | ( 29,623) |
| Excellent Steamship International S.A. | 30,017 | ( 14,402) | - | - | - | - | - | - | 15,615 |
| Grand Steamship S.A. | ( 18,578) | ( 25,361) | - | - | - | - | - | - | ( 43,939) |
| Longevity Navigation S.A. | 28,244 | ( 19,623) | - | - | - | - | - | - | 8,621 |
| Mighty Steamship Co., Ltd. | ( 19) | 1 | - | - | - | - | - | - | ( 18) |
| Praise Maritime S.A. | 37,782 | ( 28,098) | - | - | - | - | - | - | 9,684 |
| Reliance Steamship S.A. | ( 413) | ( 18,076) | - | - | - | - | - | - | ( 18,489) |
| Ship Bulker Steamship S.A. | ( 18,257) | ( 16,902) | - | - | - | - | - | - | ( 35,159) |
| Shining Steamship International S.A. | 35,583 | ( 14,196) | - | - | - | - | - | - | 21,387 |
| Sure Success Steamship S.A. | 12,050 | ( 24,684) | - | - | - | - | - | - | ( 12,634) |
| GRAND OCEAN RETAIL GROUP LTD. | ( 89,032) | ( 13,513) | - | - | - | ( 47,854) | - | ( 124,285) | ( 274,684) |
| FIRST MARINER HOLDING LTD. | ( 3,619) | 5,341 | - | - | - | - | - | - | 1,722 |
| Royal Sunway Development Co., Ltd. | ( 21,702) | - | - | - | - | - | - | - | ( 21,702) |
| Da Yu Financial Holdings Ltd. | 45,268 | ( 30,131) | ( 742) | - | 157,127 | - | 10,892) | - | 160,630 |
| Total | ($ 1,065,623) | 236,268 | ( 68,895) | ( 480,480) | 157,127 | ( 47,854) | ( 10,892) | ( 124,285) | ( 1,404,634) |
77
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd.
Details of Short-term Borrowings
December 31, 2025
Expressed in Thousands of New Taiwan Dollars
| Types of borrowings | Nature | Balance on December 31 | Contract term | Range of interest rates | Credit line | Collateral or guarantees |
|---|---|---|---|---|---|---|
| Financial institution A | Credit loan | $ 95,000 | April 18, 2025 to April 18, 2026 | 2.55% | 95,000 | |
| Financial institution C | Credit loan | 72,500 | September 11, 2025 to September 11, 2026 | 2.93% | 72,500 | |
| Financial institution D | Credit loan | 130,000 | August 24, 2025 to August 24, 2026 | 2.64% | 130,000 | |
| Financial institution E | Credit loan | 50,000 | May 5, 2025 to May 5, 2026 | 2.70% | 50,000 | |
| Financial institution F | Secured loans | 198,000 | November 5, 2020 to November 5, 2029 | 3.16% | 198,000 | Inventories |
| Financial institution G | Secured loans | 166,200 | November 20, 2020 to November 20, 2026 | 3.51% | 166,200 | Inventories |
| $ 711,700 | 711,700 |
Details of Long-term Borrowings
| Lending institution | Nature | Balance on December 31 | Contract term | Range of interest rates | Collateral or guarantees |
|---|---|---|---|---|---|
| Financial institution H | Credit loan | $ 70,000 | July 22, 2024 to July 22, 2026 | 3.01% | |
| Financial institution K | Credit loan | 76,000 | January 23, 2025 to January 23, 2028 | 3.10% | |
| Financial institution A, B, J, K, L, N, and O | Secured loans | 962,500 | February 3, 2021 to February 3, 2026 | 3.04%~3.10% | Property, plant and equipment, investment properties, and investments accounted for using equity method. |
| Less: current portion of the long-term borrowings | ( 1,064,500 ) | ||||
| $ 44,000 |
Note: For the breach of the loan contract concerning the financial ratio by the Company, please refer to Note 6(h) for further information.
78
(English Translation of Financial Statements Originally Issued in Chinese)
First Steamship Co., Ltd.
Details of Sales Revenue
From January 1 to December 31, 2025
Expressed in Thousands of New Taiwan Dollars
Please refer to Note 6(k).
Details of Administrative Expenses
| Item | Summary | Amount | Note |
|---|---|---|---|
| Personnel expenses | Salary, health and labor insurance, pension, and other personnel expenses | $ 64,039 | |
| Service fee | 17,732 | ||
| Depreciation | 7,197 | ||
| Amortization | 595 | ||
| Other | 21,766 | The amount does not reach more than 5% of the balance of the account subject. | |
| Total | $ 111,329 |